Common use of Certain Credit Support Events Clause in Contracts

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall notthe Borrowers will, request, forthwith upon demand or otherwise require, and by the Borrower shall have no obligation to deliverAdministrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that are free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the applicable L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the applicable L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an any L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderreimbursed, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall, in each case, immediately shall be required to provide Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that Collateral pursuant to Section 9.02(c) or (iv) there shall exist a Defaulting Lender that is a Revolving A Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within three Business Days (in all other cases) following any request of by the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.15(b) and any Cash Collateral provided by the Defaulting Lender); provided that. Additionally, if the Administrative Agent and each notifies the Borrower at any time that the Outstanding Amount of all L/C Obligations at such time exceeds 100% of the Letter of Credit Sublimit then in effect, then, within two Business Days after receipt of such notice, the Borrower shall provide Cash Collateral for the Outstanding Amount of the L/C Issuers agree Obligations in an amount not to, and less than the amount by which the Outstanding Amount of all L/C Obligations exceeds the Letter of Credit Sublimit ; provided that no such notice shall not, request, demand or otherwise require, and be given by the Borrower shall have no obligation to deliver, pay or otherwise provide, Administrative Agent in respect of any such Cash Collateral pursuant to this sentence or excess resulting from fluctuations in the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms applicable Dollar Equivalent amount of any agreement (without giving effect Letter of Credit unless and until such excess continues for a period of 30 days except to any provision thereof permitting a general basket the extent that the Dollar Equivalent exceeds 105% of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit Letter of such Affiliate)Credit Sublimit.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the Case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (ii) the Borrower shallCompany shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iii) there shall exist a Defaulting LenderLender and following any reallocation of Applicable Percentages pursuant to Section 2.17(a)(iv) all Fronting Exposure of the L/C Issuers and such L/C Borrowing has not been eliminated, the Company shall immediately upon (in the case of clause (ii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any an L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the Case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (ii) above, after giving effect to Section 2.16(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall notthe Company will, request, forthwith upon demand or otherwise require, and by the Borrower shall have no obligation to deliverAdministrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any reimburse such restriction for the benefit of such Affiliate)L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the applicable L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the applicable L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall notthe Borrowers will, request, forthwith upon demand or otherwise require, and by the Borrower shall have no obligation to deliverAdministrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an any L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 9.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the applicable L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an a Fronting L/C Issuer has honored any full or partial drawing request under any Fronted Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (ii) a Limited Fronting Lender has honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (iii) the Lenders, through the Several L/C Borrowing Agent, have honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that has is not been refinanced as a Base Rate Loan hereunderpaid by the Borrower when due, or (iiiv) if, as of the Letter of Credit Expiration Commitment Termination Date, any L/C Obligation for any reason remains outstanding, (v) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (vi) there shall exist a Defaulting Lender, the Borrower shall (A) immediately upon and without any request by any Person (in the case of clause (iv) above), (B) immediately following any request of by the Administrative Agent or any Agent, a Fronting L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to Several L/C Agent, a Limited Fronting Lender or any Lender (in the case of clause (v) above) or (C) within one Business Day following any request by the Administrative Agent Agent, a Fronting L/C Issuer, the Several L/C Agent, a Limited Fronting Lender or any Lender (in all other cases), provide Cash Collateral in an amount sufficient equal to cover 100% of all outstanding L/C Obligations (in the case of clause (i), (ii), (iii), (iv) or (v) above) or equal to 100% of all Fronting Exposure (determined after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender) (in the case of clause (vi) above); provided that, the Administrative Agent and each . The obligations of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and Borrower under this Section 2.15(a) are in addition to the obligations of the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of under Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate2.05(c).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall, in each case, immediately shall be required to provide Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that Collateral pursuant to Section 8.02(c) or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any an L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallCompany shall be required to provide Cash Collateral pursuant to Section 8.02, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.21(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.14 (a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b2.14(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.15 (a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallCompany shall be required to provide Cash Collateral pursuant to Section 8.02, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.19(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an such L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any reimburse such restriction for the benefit of such Affiliate)L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an any L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 9.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the applicable L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the Fronting L/C Issuer has honored any full or partial drawing request under any Fronted Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (ii) a Limited Fronting Lender has honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that is not paid by the Borrower when due, (iii) the Lenders, through the Several L/C Borrowing Agent, have honored any drawing request under any Several Letter of Credit and such drawing has resulted in an Unreimbursed Amount that has is not been refinanced as a Base Rate Loan hereunderpaid by the Borrower when due, or (iiiv) if, as of the Letter of Credit Expiration Commitment Termination Date, any L/C Obligation for any reason remains outstanding, (v) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (vi) there shall exist a Defaulting Lender, the Borrower shall (A) immediately upon and without any request by any Person (in the case of clause (iv) above), (B) immediately following any request of by the Administrative Agent or any Agent, the Fronting L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to Several L/C Agent, a Limited Fronting Lender or any Lender (in the case of clause (v) above) or (C) within one Business Day following any request by the Administrative Agent Agent, the Fronting L/C Issuer, the Several L/C Agent, a Limited Fronting Lender or any Lender (in all other cases), provide Cash Collateral in an amount sufficient equal to cover 100% of all outstanding L/C Obligations (in the case of clause (i), (ii), (iii), (iv) or (v) above) or equal to 100% of all Fronting Exposure (determined after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender) (in the cause of clause (vi) above); provided that, the Administrative Agent and each . The obligations of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and Borrower under this Section 2.15(a) are in addition to the obligations of the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of under Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate2.05(c).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an such L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any reimburse such restriction for the benefit of such Affiliate)L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately promptly (and, in any event, within one Business Day) Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an L/C Issuer the Issuing Bank has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderReimbursement Obligation, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation Letter of Credit Exposure for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 7.2(b) or 7.3(b), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line LenderBank, the Borrower shall deliver immediately (in the case of clause (iii) above or within one Business Day (in all other cases) following any request by the Agent or Issuing Bank (with a copy to the Administrative Agent Agent)) provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by such Defaulting Bank). If at any time the Defaulting Lender); provided thatAgent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Agent or that the total amount of such funds is less than the aggregate amount of all Letter of Credit Obligations, the Administrative Agent and each of Borrower will, forthwith upon demand by the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverAgent, pay or otherwise provideto the Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate amount of Letter of Credit Obligations over (y) the total amount of funds, if any, then held as Cash Collateral that the Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Legal Requirements, to which reimburse the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuing Bank.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. (i) Upon the request of the Administrative Agent or any L/C Issuer (iA) if an such L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (iiB) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately promptly, but in any event, if such request is made by 1:00 p.m., Local Time, on the same Business Day and, if such request is made after 1:00 p.m., Local Time, on the next Business Day, Cash Collateralize the then Outstanding Amount of all L/C Obligations. . (ii) At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or Agent, any L/C Issuer or the Swing Line Lender, the Borrower shall promptly, but in any event, if such request is made by 1:00 p.m., Local Time, on the same Business Day and, if such request is made after 1:00 p.m., Local Time, on the next Business Day, deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure relating to such Defaulting Lender (after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that. (iii) In addition, if the Administrative Agent notifies the Borrower and each Ultimate Parent at any time that the Outstanding Amount of all L/C Obligations at such time exceeds 105% of the Letter of Credit Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Borrower shall Cash Collateralize the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and Obligations in an amount equal to the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to amount by which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which Outstanding Amount of all L/C Obligations exceeds the Borrower has agreed to any such restriction for the benefit Letter of such Affiliate)Credit Sublimit.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) thirty (30) days prior to the then existing Maturity Date Borrower has not exercised and met the conditions (other than the payment of fees and other conditions in Section 2.14 that are intended to be satisfied upon consummation of the extension) for an extension of the Maturity Date (nothing herein shall grant an extension right other than as provided in Section 2.14 or waive any of the conditions to the effectiveness thereof) or (iv) the Borrower shallis required to provide Cash Collateral pursuant to Section 8.02, the Borrower shall immediately (in each casethe case of clause (iv) above) or within one (1) Business Day (in all other cases) following any request by the Administrative Agent and the L/C Issuer, immediately Cash Collateralize the then Outstanding Amount of all L/C ObligationsObligations and in the case of (i), in an amount equal to the L/C Borrowing. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, or (iii) if the Letter of Credit Expiration Date is adjusted as a result of an adjustment to the Maturity Date for the Revolving Credit Facility pursuant to either proviso to the definition of Maturity Date and, as of the date of such adjustment, such adjusted Letter of Credit Expiration Date is prior to the expiration date of any outstanding Letter of Credit, the Borrower shall, in each case, immediately immediately, at the Borrower’s option, (A) Cash Collateralize the then Outstanding Amount of all such L/C Obligations or (B) provide a letter of credit to the L/C Issuer issued by a financial institution acceptable to the L/C Issuer in its reasonable discretion with the L/C Issuer as beneficiary in an amount equal to the then Outstanding Amount of such L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an such L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent and each determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Issuers agree not toObligations, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliverwill, forthwith upon demand by the Administrative Agent, pay or otherwise provideto the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such Cash Collateral pursuant to this sentence or right and claim. Upon the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms drawing of any agreement (without giving effect Letter of Credit for which funds ​ ​ ​ ​ -72- ​ ​ ​ are on deposit as Cash Collateral, such funds shall be applied, to any provision thereof permitting a general basket of liens) the extent permitted under applicable Laws, to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any reimburse such restriction for the benefit of such Affiliate)L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an any L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) as of the date that is thirty (30) days prior to the Maturity Date for the Revolving Credit Facility then in effect, there are any Letters of Credit that have an expiry date after such Maturity Date, or if any new Letter of Credit is issued on or after the date that is thirty (30) days prior to the Maturity Date for the Revolving Credit Facility then in effect, (iv) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (v) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clauses (iii) and (iv) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent or any an L/C Issuer or the Swing Line Lenderthat has issued a Letter of Credit that remains outstanding, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (v) above, after giving effect to Section 2.16(a)(iv2.19(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the Administrative Agent and each of extent permitted under applicable Laws, to reimburse the applicable L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C 47354535_7 Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if If an L/C Issuer has honored any full or partial drawing request under any Letter of Credit issued by it and such drawing has resulted in an L/C Borrowing Borrowing, then upon the request of the Administrative Agent, Borrowers shall promptly (but in any event within one (1) Business Day) Cash Collateralize the then Outstanding Amount of all L/C Obligations; provided that has not been refinanced so long as a Base Rate Loan hereunderno Event of Default exists, or (ii) any such Cash Collateral will be released to the Borrowers upon payment in full of such L/C Borrowing. Additionally, if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, Borrowers shall immediately (i) Cash Collateralize the then Outstanding Amount of all L/C Obligations, or (ii) to the extent approved by the applicable L/C Issuer (to which an L/C Obligation is owed) in its sole discretion, cause “back to back” letters of credit with respect to all outstanding Letters of Credit issued by such L/C Issuer to be issued. At any time that there shall exist a Defaulting Lender, immediately upon within one (1) Business Day following the written request of the Administrative Agent or any L/C Issuer or the Swing Line Lender, the Borrower shall deliver Lender (with a copy to the Administrative Agent Agent), the Borrowers shall Cash Collateral in an amount sufficient to cover all Collateralize the L/C Issuers’ Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.16(a)(iv) 2.15 and any Cash Collateral provided by the such Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon the request of the Administrative Agent or any the L/C Issuer (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunder, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately repay the L/C Borrowing or Cash Collateralize the then Outstanding Amount of all L/C Obligations. If the Administrative Agent notifies the Borrower at any time that the Outstanding Amount of all L/C Obligations in Alternative Currency at such time exceeds the Alternative Currency Letter of Credit Sublimit then in effect, then, within two Business Days after receipt of such notice, the Borrower shall Cash Collateralize the L/C Obligations in an amount equal to the amount by which the Outstanding Amount of all L/C Obligations in Alternative Currency exceeds the Alternative Currency Letter of Credit Sublimit. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate).

Certain Credit Support Events. Upon If the request of the Administrative Agent or any L/C Issuer (i) if an L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as remains unpaid, then, the L/C Issuer may, and at the request of the Required Lenders shall, demand that the Borrower immediately Cash Collateralize all or a Base Rate Loan hereunderportion of the then Outstanding Amount of all L/C Obligations, such amount to be determined by Required Lenders in their discretion, or (ii) the L/C Issuer, in its sole discretion, as the case may be. In addition, if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, upon the request of the Agent or the L/C Issuer, the Borrower shall, in each case, shall immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately promptly upon the written request of the Administrative Agent or any Agent, the L/C Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, ) in the Administrative Agent and each case of the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(bclause (ii) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)above.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Company will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under Applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallCompany shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Company shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, Lender).If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Company will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately (in each casethe case of clause (iii) above) or within one Business Day (in all other cases), immediately following any request by the Administrative Agent or the L/C Issuer, provide Cash Collateralize Collateral in an amount not less than the then applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to clause (iv) above, after giving effect to any Cash Collateral provided by the Defaulting Lender) in the Cash Collateral Account. If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations. At any time , the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent or determines to be free and clear of any L/C Issuer or such right and claim. Upon the Swing Line Lenderdrawing of any Letter of Credit for which funds are on deposit as Cash Collateral, the Borrower such funds shall deliver be applied, to the Administrative Agent Cash Collateral in an amount sufficient extent permitted under applicable Laws, to cover all Fronting Exposure (after giving effect to Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, the Administrative Agent and each of reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer If (i) if an the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing that has not been refinanced as a Base Rate Loan hereunderBorrowing, or (ii) if, as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallBorrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases), following any request of by the Administrative Agent or any the L/C Issuer or the Swing Line LenderIssuer, the Borrower shall deliver to the Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 2.16(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender); provided that, . If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Obligations, the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and each clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the L/C Issuers agree not to, and shall not, request, demand or otherwise require, and the Borrower shall have no obligation to deliver, pay or otherwise provide, any such Cash Collateral pursuant to this sentence or the last sentence of Section 2.15(b) so long as the Borrower is not permitted to deliver, pay or provide such Cash Collateral under the terms of any agreement (without giving effect to any provision thereof permitting a general basket of liens) to which the Borrower is a party or is bound (other than any agreement entered into with an Affiliate in which the Borrower has agreed to any such restriction for the benefit of such Affiliate)Issuer.