Common use of Actions in Respect of Letters of Credit Clause in Contracts

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) as may be required by Section 2.8 (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.), for deposit in the Cash Collateral Account, the amount required that, after such payment, the aggregate funds on deposit in the Cash Collateral Account equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. The Administrative Agent may, from time to time after funds are deposited in the Cash Collateral Account, apply funds then held in the Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations), as shall have become or shall become due and payable by such Borrower to the Issuers or Lenders in respect of such Borrower’s Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (ia) upon Not later than the date that is ten (10) Business Days prior to the Revolving Credit Termination Date, (ii) or at any time after the Revolving Credit Termination Date when the aggregate funds on deposit in the L/C Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) as may be amounts required by Section 2.8 (Mandatory Prepayments) or Section 2.21 (Defaulting Lender)herein, each Borrower with any Letters of Credit then outstanding shall pay to the Administrative Agent in immediately available funds funds, at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.)10.2, for deposit in the L/C Cash Collateral AccountAccount described in Section 3.1(c), the amount required so that, after such payment, the aggregate funds on deposit in the L/C Cash Collateral Account equals or exceeds are not less than 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. L/C Obligations with an expiration date beyond the Revolving Termination Date. (b) The Administrative Agent may, from time to time after funds are deposited in the any L/C Cash Collateral Account, apply funds then held in the such L/C Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations)the terms herein, as shall have become or shall become due and payable by such Borrower the Borrowers to the Issuers Issuing Lenders or Lenders in respect of such Borrower’s Letter of Credit the L/C Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and Obligations, (iii) as may be required by Section 2.8 (Mandatory Prepayments), and (iv) or Section 2.21 (Defaulting Lender)upon the commencement of a Term Out Period, each Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.), for deposit in the Cash Collateral Account, the amount required that, after such payment, the aggregate funds on deposit in the Cash Collateral Account equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. The Administrative Agent may, from time to time after funds are deposited in the Cash Collateral Account, apply funds then held in the Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations), as shall have become or shall become due and payable by such Borrower to the Issuers or Lenders in respect of such Borrower’s Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account Accounts shall be less than 105% of the Letter of Credit Obligations and Obligations, (iii) as may be required by Section 2.8 2.9(c) or (d) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each Borrower the Borrowers shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 11.8 (Notices, Etc.), for deposit in the a Cash Collateral Account, (x) in the case of clauses (i) and (ii) above, the amount required such that, after such payment, the aggregate funds on deposit in the Cash Collateral Account Accounts equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations and (y) in the case of clause (iii) above, the amount required by Section 2.9(c) or (d) (Mandatory Prepayments). The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.9(c) or (d) (Mandatory Prepayments) and Section 2.13(g) (Payments and Computations), as shall have become or shall become due and payable by such Borrower the Borrowers to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (ia) upon Not later than the date that is ten (10) Business Days prior to the Revolving Credit Termination Date, (ii) or at any time after the Revolving Credit Termination Date when the aggregate funds on deposit in the L/C Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) as may be amounts required by Section 2.8 (Mandatory Prepayments) or Section 2.21 (Defaulting Lender)herein, each Borrower with any Letters of Credit then outstanding shall pay to the Administrative Agent in immediately available funds funds, at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.)10.2, for deposit in the L/C Cash Collateral AccountAccount described in Section 3.1(c), the amount required so that, after such payment, the aggregate funds on deposit in the L/C Cash Collateral Account equals or exceeds are not less than 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. L/C Obligations with an expiration date beyond the Revolving Termination Date. (b) The Administrative Agent may, from time to time after funds are deposited in the any L/C Cash Collateral Account, apply funds then held in the such L/C Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations)the terms herein, as shall have become or shall become due and payable by such Borrower the Borrowers to the Issuers Issuing Lenders or Lenders in respect of such Borrower’s Letter of Credit the L/C Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.. \\DC - 036150/000014 - 15261895 v8

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) as may be required by Section 2.8 (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each Borrower EXHIBIT 10.1 ANNEX A shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.), for deposit in the Cash Collateral Account, the amount required that, after such payment, the aggregate funds on deposit in the Cash Collateral Account equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. The Administrative Agent may, from time to time after funds are deposited in the Cash Collateral Account, apply funds then held in the Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations), as shall have become or shall become due and payable by such Borrower to the Issuers or Lenders in respect of such Borrower’s Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account Accounts shall be less than 105% of the Letter of Credit Obligations and or (iii) as may be required by Section 2.8 2.9(c) or (d) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 11.8 (Notices, Etc.), for deposit in the a Cash Collateral Account, (x) in the case of clauses (i) and (ii) above, the amount required to that, after such payment, the aggregate funds on deposit in the Cash Collateral Account Accounts equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations and (y) in the case of clause (iii) above, the amount required by Section 2.9(c) or (d) (Mandatory Prepayments). The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.9(c) or (d) (Mandatory Prepayments) and Section 2.13(g) (Payments and Computations), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (ia) upon Not later than the date that is ten (10) Business Days prior to the Revolving Credit Termination Date, (ii) or at any time after the Revolving Credit Termination Date when the aggregate funds on deposit in the L/C Cash Collateral Account shall be less than 105% of the Letter amounts required herein, theeach Borrower with any Letters of Credit Obligations and (iii) as may be required by Section 2.8 (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each Borrower then outstanding shall pay to the Administrative Agent in immediately available funds funds, at the Administrative Agent’s office referred to in Section 10.8 (Notices, Etc.)10.2, for deposit in the L/C Cash Collateral AccountAccount described in Section 3.1(c), the amount required so that, after such payment, the aggregate funds on deposit in the L/C Cash Collateral Account equals or exceeds are not less than 105% of the sum of all of such Borrower’s outstanding Letter of Credit Obligations. L/C Obligations with an expiration date beyond the Revolving Termination Date. (b) The Administrative Agent may, from time to time after funds are deposited in the any L/C Cash Collateral Account, apply funds then held in the such L/C Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) (Payments and Computations)the terms herein, as shall have become or shall become due and payable by such Borrower the BorrowerBorrowers to the Issuers Issuing Lenders or Lenders in respect of such Borrower’s Letter of Credit the L/C Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account Accounts shall be less than 105% of the Letter of Credit Obligations and Obligations, (iii) as may be required by Section 2.8 2.8(c) or Section 2.8(d) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 11.8 (Notices, Etc.), for deposit in the a Cash Collateral Account, (x) in the case of clauses (i) and (ii) above, the amount required to that, after such payment, the aggregate funds on deposit in the Cash Collateral Account Accounts equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations and (y) in the case of clause (iii) above, the amount required by Section 2.8(c)or Section 2.8(e)(iii) (Mandatory Prepayments). The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.8(c) (Mandatory Prepayments) and Section 2.12(g) (Payments and Computations), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account Accounts shall be less than 105% of the Letter of Credit Obligations and Obligations, or (iii) as may be required by Section 2.8 2.9(b) or (c) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s office referred to in Section 10.8 9.8 (Notices, Etc.), for deposit in the a Cash Collateral Account, (x) in the case of clauses (i) and (ii) above, the amount required to that, after such payment, the aggregate funds on deposit in the Cash Collateral Account Accounts equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations and (y) in the case of clause (iii) above, the amount required by Section 2.9(b) or (d) (Mandatory Prepayments). The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.9(d) (Mandatory Prepayments) and Section 2.13(g) (Payments and Computations), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon the Revolving Credit Commitment Termination Date, (ii) after the Revolving Credit Commitment Termination Date when the aggregate funds on deposit in the Cash Collateral Account Accounts shall be less than 105% of the Letter of Credit Obligations Obligations, and (iii) as may be required by Section 2.8 (b) or (c) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 11.8 (Notices, Etc.), for deposit in the a Cash Collateral Account, (A) in the case of clauses (i) and (ii) above, the amount required to that, after such payment, the aggregate funds on deposit in the Cash Collateral Account Accounts equals or exceeds 105% of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations and (B) in the case of clause (iii) above, the amount required by Section 2.8 (b) or (c) (Mandatory Prepayments). The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.8 (b) or (c) (Mandatory Prepayments) and Section 2.12(g) (Payments and Computations)), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon Upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) or as may be required by Section 2.8 2.9(c) or (d) (Mandatory Prepayments) or Section 2.21 (Defaulting Lender), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 11.12 (Notices, Etc.), for deposit in the a Cash Collateral Account, the an amount required that, after such payment, the aggregate funds on deposit in the Cash Collateral Account equals or exceeds equal to one hundred and five percent (105% %) of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations or deliver to each Issuer a "back-to-back" letter of credit issued on behalf, or for the account of, such Issuer in form and substance, and issued by a financial institution, satisfactory to the Administrative Agent and having a face amount equal to one hundred and five percent (105%) of the sum of all outstanding Letter of Credit Obligations arising from the letters of credit issued by such Issuer. The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f2.13(f) (Payments and Computations; Protective Advances), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.

Actions in Respect of Letters of Credit. At any time (i) upon Upon the Revolving Credit Termination Date, (ii) after the Revolving Credit Termination Date when the aggregate funds on deposit in the Cash Collateral Account shall be less than 105% of the Letter of Credit Obligations and (iii) or as may be required by Section 2.8 2.10 (Mandatory Prepayments) or Section 2.21 (Defaulting LenderApplication of Proceeds), each the Borrower shall pay to the Administrative Agent in immediately available funds at the Administrative Agent’s 's office referred to in Section 10.8 13.13 (Notices, Etc.), for deposit in the a Cash Collateral Account, the an amount required that, after such payment, the aggregate funds on deposit in the Cash Collateral Account equals or exceeds equal to one hundred and five percent (105% %) of the sum of all of such Borrower’s outstanding Letter of Credit ObligationsObligations or deliver to each Issuer a "back-to-back" letter of credit issued on behalf, or for the account of, such Issuer in form and substance, and issued by a financial institution, satisfactory to the Administrative Agent and having a face amount equal to one hundred and five percent (105%) of the sum of all outstanding Letter of Credit Obligations arising from the letters of credit issued by such Issuer. The Administrative Agent may, from time to time after funds are deposited in the any Cash Collateral Account, apply funds then held in the such Cash Collateral Account to the payment of any amounts, in accordance with Section 2.12(f) 2.14 (Payments and Computations; Protective Advances), as shall have become or shall become due and payable by such the Borrower to the Issuers or Lenders in respect of such Borrower’s the Letter of Credit Obligations. The Administrative Agent shall promptly give written notice of any such application; provided, however, that the failure to give such written notice shall not invalidate any such application.