Common use of Agreement to Cause Issuance; Amounts; Outside Expiration Date Clause in Contracts

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowers. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the Maximum Standard Line Amount less the amount of outstanding Advances; or (iii) the amount of the requested Letter of Credit would exceed the then extant Availability. Borrowers expressly understand and agree that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowers. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the sum of (y) one hundred percent (100%) minus the applicable Inventory advance rate shown as a percentage, multiplied by the aggregate amount of all undrawn and unreimbursed Inventory Letters of Credit plus (z) one hundred percent (100%) of the aggregate amount of all other types of undrawn and unreimbursed Letters of Credit, would exceed the lower of: (x) the Borrowing Base less (y) the amount of outstanding Advances, or Advances (yincluding any Agent Advances and Agent Loans) twenty-five million Dollars less ($25,000,000z) the aggregate amount of Inventory Reserves and reserves established under Section 2.1(b); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit (including Inventory Letters of Credit) would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans) less the aggregate amount of Inventory Reserves and reserves established under Section 2.1(b); or (y) $15,000,000; or (iii) the amount of outstanding Obligations (other than under the requested Letter of Credit Fixed Period Loans) would exceed the then extant AvailabilityMaximum Revolving Amount. 39 Borrowers expressly understand and agree that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 sixty (60) days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.72.6.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees agrees, at any time and from time to time, upon the written request of Borrower, either (i) to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or (ii) to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for 35 the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the sum of 30% (25% during a Seasonal Period) of the aggregate amount of all undrawn or unreimbursed Inventory Letters of Credit, and the Inventory Reserves associated with Inventory purchased therewith plus 100% of the aggregate amount of all other types of undrawn or unreimbursed Letters of Credit Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit (including Inventory Letters of Credit) would exceed the lower of: (x) the Maximum Standard Line Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); and (y) $5,000,000; or (iii) the amount of the requested Letter of Credit outstanding Obligations would exceed the then extant AvailabilityMaximum Amount. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 30 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7. For purposes of calculations pursuant to this Section 2.2(a) and Section 2.1(a), any drawn Letter of Credit to the extent deemed an Advance pursuant to the preceding sentence shall no longer be deemed unreimbursed.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit take reasonable steps to cause to be issued for the account of any of the Borrowers letters of credit (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowers. Agent shall have no obligation to issue a Letter of Credit if any of the following would result Borrowers in an aggregate undrawn and unreimbursed amount (taking into account any Letters of Credit previously issued and outstanding and calculated after giving effect to any proposed issuance) not to exceed the requested Letter of Credit: lesser of: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base Maximum Amount less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000); or and (ii) the aggregate amount of all undrawn or unreimbursed $15,000,000. Letters of Credit would exceed are also subject to the Maximum Standard Line Amount less the amount of outstanding Advances; or (iii) the amount of the requested Letter of Credit would exceed the then extant AvailabilityBorrowing Base limitations provided in Section 2.1(a)(ii). Borrowers expressly understand and agree that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 sixty (60) days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under made by the Standard Line Lender Group to Borrowers pursuant to Section 2.1 and, thereafter, shall bear interest at the rate then applicable to such Advances under Section 2.72.6.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. (i) Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank Issuer for the account of Borrowers. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit: (i) the Borrower, in an aggregate amount of all undrawn and unreimbursed Letters amount not to exceed on any date the least of Credit would exceed the lower of: (x) the Borrowing Base less the aggregate amount of all Advances outstanding Advanceson such date, or (y) twenty-five million Dollars ($25,000,000); or (ii) the Maximum Revolving Amount less the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the Maximum Standard Line Amount less the amount of Advances outstanding Advances; oron such date, and (z) $25,000,000. (iiiii) the amount of the requested Letter of Credit would exceed the then extant Availability. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks Issuer of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 5 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) Maturity Date and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretion. its reasonable discretion. (iii) If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced shall, at Agent's discretion, either (x) immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7 or (y) be paid directly by the Lender Group to the Issuer, not by way of an Advance, and, thereafter such amounts paid shall bear interest at the rate then applicable to non-contingent Obligations under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment payment, indemnities, participations and/or undertakings (each such guaranty, indemnity, participation or undertaking an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit an L/C or L/C Guaranty if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the sum of 100% of the aggregate amount of all undrawn and unreimbursed Letters Letter of Credit Usage would exceed the lower of: (x) the Borrowing Base less the amount of outstanding AdvancesAdvances less the aggregate amount of the Hedging Arrangement Usage, or (y) twenty-five million Dollars ($25,000,000less the aggregate amount of reserves established under Section 2.1(b); or (ii) the aggregate amount of all undrawn or unreimbursed Letters Letter of Credit Usage would exceed the Maximum Standard Line Revolving Amount less the amount of outstanding Advances; orAdvances less the aggregate amount of the Hedging Arrangement Usage, less the aggregate amount of reserves established under Section 2.1(b. (iii) the outstanding Obligations would exceed the Maximum Revolving Amount; or (iv) the aggregate amount of the requested all Letter of Credit Usage would exceed $5,000,000; or (v) the then extant Availabilityaggregate amount of all Letter of Credit/Hedging Agreement Usage would exceed $10,000,000. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 45 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) one year from the Closing Date and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to such Advances under Section 2.72.6.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue issue, or cause an Affiliate of Agent to issue, letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees guaranty letters of payment credit issued by an Issuing Bank for the account of the Borrower (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowers). The Agent shall have no obligation to issue an L/C or L/C Guaranty (x) at any time during the pendency of a Letter Default or Event of Credit if any of the following would result Default, or (y) if, after giving effect to the requested Letter issuance of Creditsuch L/C or L/C Guaranty: (i) the sum of 50% (or such other percentage as may from time to time equal the inverse of the inventory advance rate) of the aggregate amount of all undrawn and unreimbursed Inventory Letters of Credit plus 100% of the aggregate amount of all other types of undrawn and unreimbursed Letters of Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or; (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less minus the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); or (y) $10,000,000; or (iii) the amount of the requested Letter of Credit outstanding Obligations would exceed the then extant AvailabilityMaximum Revolving Amount. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks Issuing Banks of the letters of credit that are to be the subject of L/C GuaranteesGuaranties. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees Guaranties may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) ), unless the Agent expressly agrees to a later expiry date, and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7."

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue or cause to be issued letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue or cause to be issued a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the sum of 50% of the aggregate amount of all undrawn and unreimbursed Inventory Letters of Credit plus 100% of the aggregate amount of all other types of undrawn and unreimbursed Letters of Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (yincluding any Agent Advances and Agent Loans) twenty-five million Dollars ($25,000,000less the aggregate amount of Inventory Reserves and reserves established under Section 2.1(b); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit (including Inventory Letters of Credit) would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans) less the aggregate amount of Inventory Reserves and reserves established under Section 2.1(b); or (y) $20,000,000; or (iii) the amount of outstanding Obligations (other than under the requested Letter of Credit Term Loans) would exceed the then extant AvailabilityMaximum Revolving Amount. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.72.6.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Parent or Services Company (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersParent or Services Company; provided, however, Parent or Services Company shall have the right to cause Letters of Credit for the purchase of inventory by Children's Place Canada. For purposes of clarification, the inventory referred to herein is not part of Inventory as that term is defined in this Agreement. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) The aggregate amount of: (A) all undrawn and unreimbursed Letters of Credit would exceed $100,000,000, (B) all undrawn and unreimbursed domestic Letters of Credit would exceed $100,000,000; or (C) all undrawn and unreimbursed Canadian Letters of Credit would exceed $10,000,000; or (ii) 100% of the aggregate amount of all undrawn and unreimbursed Letters of Credit Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (iiiii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); or or (iiiy) $130,000,000 or up to $160,000,000 in accordance with Section 2.1(b) relating to the amount of the requested Letter of Credit would exceed the then extant AvailabilityTemporary Overadvance Facility. Borrowers expressly understand and agree that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the Maximum Standard Line Amount Total Commitment less the amount of outstanding Advances; or (iii) the amount of the requested Letter of Credit would exceed the then extant Availability. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (yincluding any Agent Advances and Agent Loans) twenty-five million Dollars ($25,000,000)less the outstanding amount of Tranche A Term Loans; or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Tranche A Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); less the aggregate amount of the Accounts Payable Reserve; or (y) $5,000,000; or (iii) the amount of the requested Letter of Credit outstanding Obligations would exceed the then extant AvailabilityMaximum Amount. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 sixty (60) days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is Tranche A Lenders are obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent Foothill agrees to issue letters of credit for the account of Borrowers each Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowerssuch Borrower. Agent Foothill shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters a Borrower's Letter of Credit Usage issued would exceed the lower of: (x) the Borrowing Base for such Borrower less the amount of outstanding Advances, or (yLoans to such Borrower less the aggregate amount of Inventory Reserves and reserves established under Section 2.1(b) twenty-five million Dollars ($25,000,000)with respect to such Borrower; or (ii) the aggregate amount of all undrawn or unreimbursed Letters Letter of Credit Usage for all Borrowers would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding AdvancesLoans to all Borrowers less the aggregate amount of Inventory Reserves, Systems Reserve and any other reserves established under Section 2.1(b) with respect to all Borrowers; or (y) $1,000,000; or (iii) the amount sum of the requested outstanding Loans to all Borrowers plus the outstanding Letter of Credit Usage for all Borrowers would exceed the then extant AvailabilityMaximum Revolving Amount. Borrowers expressly understand and agree that Agent Foothill shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and Foothill agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent Foothill in the Agent's Discretionits sole discretion. If the Lender Group Foothill is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent Foothill and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.72.5.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower; PROVIDED, HOWEVER, Borrower shall have the right to cause Letters of Credit for the purchase of inventory by Children's Place Canada. For purposes of clarification, the inventory referred to herein is not part of Inventory as that term is defined in this Agreement. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) 100% of the aggregate amount of all undrawn and unreimbursed Letters of Credit Credit, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); or or (iiiy) the amount of the requested Letter of Credit would exceed the then extant Availability$80,000,000 or up to $100,000,000 in accordance with SECTION 2.1(n) relating to Additional Financing. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section SECTION 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section SECTION 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this AgreementAgreement and subject to the Interim Bankruptcy Court Order and the Final Bankruptcy Court Order, as the case may be, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding Advances (including any Agent Advances, Agent Loans or Swing Loans), other than the Special Real Estate Line Advances; or (y) fifteen million Dollars ($15,000,000); or (iii) the amount of the requested Letter of Credit outstanding Obligations would exceed the then extant Availability. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters Letters of credit for Credit pursuant to this Agreement; provided, however, Parent or Services Company shall have the account right to cause Canadian Letters of Borrowers (eachCredit to be issued pursuant to this Agreement; provided further that, an "L/C") or to issue guarantees of payment (each such guaranty, an "so long as the L/C Guaranty") Demand Facility is in effect, no written notice of termination has been delivered by either the Administrative Borrower or the agent under the L/C Demand Facility in accordance with respect the terms thereof and the Borrowers are otherwise entitled to letters the issuance of credit L/C Demand Facility Letters of Credit under the L/C Demand Facility, no Commercial Letters of Credit shall be issued by an issuing bank for under this Agreement unless, at the account time any such Commercial Letter of BorrowersCredit is requested hereunder, the maximum amount available to be drawn under such Commercial Letter of Credit exceeds the maximum amount available to be issued under the L/C Demand Facility (in which case, subject to the terms and conditions set forth herein, the requested Commercial Letter of Credit shall be issued under this Agreement). Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) The aggregate amount of: (A) all undrawn and unreimbursed Letters of Credit would exceed the L/C Sublimit; or (B) all undrawn and unreimbursed Canadian Letters of Credit would exceed $10,000,000; or (ii) 100% of the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Revolving Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (iiiii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the Maximum Standard Line Amount (without giving effect to the Seasonal Overadvance Amount) less the amount of outstanding Advances; or Revolving Advances (iii) the amount of the requested Letter of Credit would exceed the then extant Availabilityincluding any Agent Advances and Agent Loans). Borrowers expressly understand and agree that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be issued and outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If Agent notifies Parent on or before 1:00 p.m. Boston time on any Business Day that the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent andon the same Business Day. If Agent notifies Parent after 1:00 p.m. Boston time on any Business Day that the Lender Group is obligated to advance funds under a Letter of Credit, in Borrowers shall reimburse such amount to Agent by 10:00 a.m. Boston time on the then next Business Day. In the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans) less reserves established under Section 2.1(b); or (y) $500,000; or (iiiii) the amount of the requested Letter of Credit outstanding Obligations would exceed the then extant AvailabilityMaximum Revolving Amount. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 sixty (60) days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 3.5 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. (i) Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank Issuer for the account of Borrowers. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit: (i) the Borrower, in an aggregate amount of all undrawn and unreimbursed Letters amount not to exceed on any date the least of Credit would exceed the lower of: (x) the Borrowing Base less the aggregate amount of all Advances outstanding Advanceson such date, or (y) twenty-five million Dollars ($25,000,000); or (ii) the Maximum Revolving Amount less the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the Maximum Standard Line Amount less the amount of Advances outstanding Advances; oron such date, and (z) $70,000,000. (iiiii) the amount of the requested Letter of Credit would exceed the then extant Availability. Borrowers Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks Issuer of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date, were issued by the Issuer pursuant to the Original Loan Agreement, and shall be treated as if issued hereunder. Each Letter of Credit shall have an expiry date no later than 60 5 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) Maturity Date and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretion. its reasonable discretion. (iii) If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced shall, at Agent's discretion, either (x) immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7 or (y) be paid directly by the Lender Group to the Issuer, not by way of an Advance, and, thereafter such amounts paid shall bear interest at the rate then applicable to non-contingent Obligations under Section 2.7.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers Borrower (each, an "L/C") or to issue guarantees of payment or enter into guarantees, indemnities, participations, or other undertakings (each such guaranty, indemnity, participation, or other undertaking an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of BorrowersBorrower. Agent shall have no obligation to issue or enter into a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters the Letter of Credit Usage, would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000Advances less the aggregate amount of reserves established under Section 2.1(b); or (ii) the aggregate amount of all undrawn or unreimbursed Letters the Letter of Credit Usage would exceed the lower of: (x) the Maximum Standard Line Revolving Amount less the amount of outstanding Advances; or (iii) Advances less the aggregate amount of the requested Letter of Credit would exceed the then extant Availability. Borrowers reserves established under Section 2.1(b); or (y) $6,500,000; or Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall be terminable by Lenders or shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers Borrower immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced shall be immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to such Advances under Section 2.72.6.

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers a Borrower (each, an "L/C") or to issue guarantees of payment (each such guaranty, an "L/C Guaranty") with respect to letters of credit issued by an issuing bank for the account of Borrowersa Borrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Creditresult: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or Advances (y) twenty-five million Dollars ($25,000,000including any Agent Advances and Agent Loans); or (ii) the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed the lower of: (x) the Maximum Standard Line Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); or or (iiiy) the amount of the requested Letter of Credit would exceed the then extant Availability$5,000,000. Borrowers Each Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Each Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 ----------- (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.. -----------

Agreement to Cause Issuance; Amounts; Outside Expiration Date. Subject to the terms and conditions of this Agreement, Agent agrees to issue letters of credit for the account of Borrowers a Borrower (each, an "“L/C"”) or to issue guarantees of payment (each such guaranty, an "“L/C Guaranty"”) with respect to letters of credit issued by an issuing bank for the account of Borrowersa Borrower. Agent shall have no obligation to issue a Letter of Credit if any of the following would result after giving effect to the requested Letter of Credit: (i) the aggregate amount of all undrawn and unreimbursed Letters of Credit would exceed the lower of: (x) the Borrowing Base less the amount of outstanding Advances, or (y) twenty-five million Dollars ($25,000,000); or (ii) in the aggregate amount of all undrawn or unreimbursed Letters of Credit would exceed exceeding the Maximum Standard Line lower of (x) the Seasonal Commitment Amount less the amount of outstanding AdvancesAdvances (including any Agent Advances and Agent Loans); or or (iiiy) the amount of the requested Letter of Credit would exceed the then extant Availability$5,000,000. Borrowers Each Borrower expressly understand understands and agree agrees that Agent shall have no obligation to arrange for the issuance by issuing banks of the letters of credit that are to be the subject of L/C Guarantees. Borrowers Each Borrower and the Lender Group acknowledge and agree that certain of the letters of credit that are to be the subject of L/C Guarantees may be outstanding on the Closing Date. Each Letter of Credit shall have an expiry date no later than 60 days prior to the date on which this Agreement is scheduled to terminate under Section 3.4 (without regard to any potential renewal term) and all such Letters of Credit shall be in form and substance acceptable to Agent in the Agent's Discretionits sole discretion. If the Lender Group is obligated to advance funds under a Letter of Credit, Borrowers immediately shall reimburse such amount to Agent and, in the absence of such reimbursement, the amount so advanced immediately and automatically shall be deemed to be an Advance under the Standard Line hereunder and, thereafter, shall bear interest at the rate then applicable to Advances under Section 2.7.