Common use of Downgrade Event or Other Event with Respect to the Issuing Bank Clause in Contracts

Downgrade Event or Other Event with Respect to the Issuing Bank. At any time that the Issuing Bank is a Downgraded Lender or at such other times as the Issuing Bank and the Borrowers may agree, the Borrowers may, upon not less than three Letter of Credit Business Days’ notice to the Issuing Bank (in this Section sometimes referred to as the “Old Issuing Bank”) and the Administrative Agent, designate any Lender (so long as such Lender has agreed to such designation) as an additional “Issuing Bank” hereunder (in this Section sometimes referred to as the “New Issuing Bank”). Such notice shall specify the date (which shall be a Letter of Credit Business Day) on which the New Issuing Bank is to become an additional “Issuing Bank” hereunder. From and after such date, all new Letters of Credit requested to be issued hereunder shall be issued by the New Issuing Bank. From and after such date (and until the first date on which no Letters of Credit issued by the Old Issuing Bank are outstanding and no reimbursement obligations are owed to the Old Issuing Bank, on which date the Old Issuing Bank shall cease to be an Issuing Bank hereunder), references in this Agreement to the “Issuing Bank” shall be deemed to refer (a) to the Old Issuing Bank, with respect to Letters of Credit issued by it, (b) to the New Issuing Bank, with respect to Letters of Credit issued or to be issued by it, and (c) to each of the Old Issuing Bank and the New Issuing Bank, with respect to other matters. Notwithstanding the fact that an Old Issuing Bank shall cease to be an “Issuing Bank” hereunder, all of the exculpatory, indemnification and similar provisions hereof in favor of the “Issuing Bank” shall inure to such Old Issuing Bank’s benefit as to any actions taken or omitted by it while it was an “Issuing Bank” under this Agreement. The Borrowers agree that after any appointment of a New Issuing Bank hereunder, the Borrowers shall use reasonable commercial efforts to promptly replace (or otherwise cause the applicable beneficiary to return to the Old Issuing Bank for cancellation) each letter of credit issued by the Old Issuing Bank.

Downgrade Event or Other Event with Respect to the Issuing Bank. At any time that the Issuing Bank is a Downgraded Lender or at such other times as the Issuing Bank and the Borrowers RenRe may agree, the Borrowers RenRe may, upon not less than three Letter of Credit (3) Business Days’ notice to the Issuing Bank (in this Section sometimes referred to as the “Old Issuing Bank”) and the Administrative Agent, designate any Lender (so long as such Lender has agreed to such designation) as an additional “Issuing Bank” Bank hereunder (in this Section sometimes referred to as the “New Issuing Bank”). Such notice shall specify the date (which shall be a Letter of Credit Business Day) on which the New Issuing Bank is to become an additional “Issuing Bank” Bank hereunder. From and after such date, all new Letters of Credit requested to be issued hereunder shall be issued by the New Issuing Bank. From and after such date (and until the first date on which no Letters of Credit issued by the Old Issuing Bank are outstanding and no reimbursement obligations are owed to the Old Issuing Bank, on which date the Old Issuing Bank shall cease to be an Issuing Bank hereunder), references in this Agreement to the “Issuing Bank” Bank shall be deemed to refer (a) to the Old Issuing Bank, with respect to Letters of Credit issued by it, (b) to the New Issuing Bank, with respect to Letters of Credit issued or to be issued by it, and (c) to each of the Old Issuing Bank and the New Issuing Bank, with respect to other matters. Notwithstanding the fact that an Old Issuing Bank shall cease to be an “Issuing Bank” Bank hereunder, all of the exculpatory, indemnification and similar provisions hereof in favor of the “Issuing Bank” Bank shall inure to such Old Issuing Bank’s benefit as to any actions taken or omitted by it while it was an “Issuing Bank” Bank under this Agreement. The Borrowers Account Parties and RenRe agree that after any appointment of a New Issuing Bank hereunder, the Borrowers Account Parties and RenRe shall use commercially reasonable commercial efforts to promptly replace (or otherwise cause the applicable beneficiary to return to the Old Issuing Bank for cancellation) each letter of credit issued by the Old Issuing Bank with a Letter of Credit issued by the New Issuing Bank.

Downgrade Event or Other Event with Respect to the Issuing Bank. At any time that the Issuing Bank is a Downgraded Lender or at such other times as the Issuing Bank and the Borrowers RenRe may agree, the Borrowers RenRe may, upon not less than three Letter of Credit Business Days’ notice to the Issuing Bank (in this Section sometimes referred to as the “Old Issuing Bank”) and the Administrative Agent, designate any Lender (so long as such Lender has agreed to such designation) as an additional “Issuing Bank” Bank hereunder (in this Section sometimes referred to as the “New Issuing Bank”). Such notice shall specify the date (which shall be a Letter of Credit Business Day) on which the New Issuing Bank is to become an additional “Issuing Bank” Bank hereunder. From and after such date, all new Letters of Credit requested to be issued hereunder shall be issued by the New Issuing Bank. From and after such date (and until the first date on which no Letters of Credit issued by the Old Issuing Bank are outstanding and no reimbursement obligations are owed to the Old Issuing Bank, on which date the Old Issuing Bank shall cease to be an Issuing Bank hereunder), references in this Agreement to the “Issuing Bank” Bank shall be deemed to refer (a) to the Old Issuing Bank, with respect to Letters of Credit issued by it, (b) to the New Issuing Bank, with respect to Letters of Credit issued or to be issued by it, and (c) to each of the Old Issuing Bank and the New Issuing Bank, with respect to other matters. Notwithstanding the fact that an Old Issuing Bank shall cease to be an “Issuing Bank” Bank hereunder, all of the exculpatory, indemnification and similar provisions hereof in favor of the “Issuing Bank” Bank shall inure to such Old Issuing Bank’s benefit as to any actions taken or omitted by it while it was an “Issuing Bank” Bank under this Agreement. The Borrowers Account Parties and RenRe agree that after any appointment of a New Issuing Bank hereunder, the Borrowers Account Parties and RenRe shall use reasonable commercial efforts to promptly replace (or otherwise cause the applicable beneficiary to return to the Old Issuing Bank for cancellation) each letter of credit issued by the Old Issuing Bank with a Letter of Credit issued by the New Issuing Bank.

Downgrade Event or Other Event with Respect to the Issuing Bank. At any time that the Issuing Bank is a Downgraded Lender Issuing Bank (as defined below) or at such other times as the Issuing Bank and the Borrowers RenRe may agree, the Borrowers RenRe may, upon not less than three Letter of Credit (3) Business Days’ notice to the Issuing Bank (in this Section sometimes referred to as the “Old Issuing Bank”) and the Administrative Agent, designate any Lender (so long as such Lender has agreed to such designation) as an additional “Issuing Bank” Bank hereunder (in this Section sometimes referred to as the “New Issuing Bank”). Such notice shall specify the date (which shall be a Letter of Credit Business Day) on which the New Issuing Bank is to become an additional “Issuing Bank” Bank hereunder. From and after such date, all new Letters of Credit requested to be issued hereunder shall be issued by the New Issuing Bank. From and after such date (and until the first date on which no Letters of Credit issued by the Old Issuing Bank are outstanding and no reimbursement obligations are owed to the Old Issuing Bank, on which date the Old Issuing Bank shall cease to be an Issuing Bank hereunder), references in this Agreement to the “Issuing Bank” Bank shall be deemed to refer (a) to the Old Issuing Bank, with respect to Letters of Credit issued by it, (b) to the New Issuing Bank, with respect to Letters of Credit issued or to be issued by it, and (c) to each of the Old Issuing Bank and the New Issuing Bank, with respect to other matters. Notwithstanding the fact that an Old Issuing Bank shall cease to be an “Issuing Bank” Bank hereunder, all of the exculpatory, indemnification and similar provisions hereof in favor of the “Issuing Bank” Bank shall inure to such Old Issuing Bank’s benefit as to any actions taken or omitted by it while it was an “Issuing Bank” Bank under this Agreement. The Borrowers Account Parties and RenRe agree that after any appointment of a New Issuing Bank hereunder, the Borrowers Account Parties and RenRe shall use commercially reasonable commercial efforts to promptly replace (or otherwise cause the applicable beneficiary to return to the Old Issuing Bank for cancellation) each letter of credit issued by the Old Issuing Bank with a Letter of Credit issued by the New Issuing Bank. For purposes of this Section 2.15, a “Downgraded Issuing Bank” means any Issuing Bank which has a credit rating of less than A- (in the case of S&P) or A3 (in the case of Xxxxx’x) for its senior unsecured unsupported long-term debt or which does not have any credit rating on such debt from one of S&P or Xxxxx’x; provided, that if at any time such Issuing Bank has no such senior unsecured unsupported long-term debt rating from either rating service but does have a long-term issuer credit rating from either or both services, then such Issuing Bank shall not be considered a Downgraded Issuing Bank so long as such long-term issuer credit rating remains at or above A- (in the case of S&P) or A3 (in the case of Xxxxx’x).

Downgrade Event or Other Event with Respect to the Issuing Bank. At any time that the Issuing Bank is a Downgraded Lender Bank or at such other times as the Issuing Bank and the Borrowers Account Parties may agree, the Borrowers Account Parties may, upon not less than three Letter of Credit Business Days’ ' notice to the Issuing Bank (in this Section sometimes referred to as the “"Old Issuing Bank”") and the Administrative Agent, designate any Lender Bank (so long as such Lender Bank has agreed to such designation) as an additional “"Issuing Bank” " hereunder (in this Section sometimes referred to as the “"New Issuing Bank”"). Such notice shall specify the date (which shall be a Letter of Credit Business Day) on which the New Issuing Bank is to become an additional “"Issuing Bank” " hereunder. From and after such date, all new Letters of Credit requested to be issued hereunder shall be issued by the New Issuing Bank. From and after such date (and until the first date on which no Letters of Credit issued by the Old Issuing Bank are outstanding and no reimbursement obligations are owed to the Old Issuing Bank, on which date the Old Issuing Bank shall cease to be an Issuing Bank hereunder), references in this Agreement to the “"Issuing Bank” " shall be deemed to refer (a) to the Old Issuing Bank, with respect to Letters of Credit issued by it, (b) to the New Issuing Bank, with respect to Letters of Credit issued or to be issued by it, and (c) to each of the Old Issuing Bank and the New Issuing Bank, with respect to other matters. Notwithstanding the fact that an Old Issuing Bank shall cease to be an “"Issuing Bank” " hereunder, all of the exculpatory, indemnification and similar provisions hereof in favor of the “"Issuing Bank” " shall inure to such Old Issuing Bank’s 's benefit as to any actions taken or omitted by it while it was an “"Issuing Bank” " under this Agreement. The Borrowers Account Parties agree that after any appointment of a New Issuing Bank hereunder, the Borrowers Account Parties shall use reasonable commercial efforts to promptly replace (or otherwise cause the applicable beneficiary to return to the Old Issuing Bank for cancellation) each letter of credit issued by the Old Issuing Bank with a new Letter of Credit issued by the New Issuing Bank.