Common use of Facility Letters of Credit Clause in Contracts

Facility Letters of Credit. Subject to the terms and conditions set forth herein, (A) the Revolving L/C Issuers agree, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Closing Date until the Revolving Letter of Credit Expiration Date, to issue Revolving Letters of Credit for the account of the Borrower in Dollars or any Alternative Currency (it being understood and agreed that subject to the other terms herein, the Borrower may obtain for its account Revolving Letters of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Revolving Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drafts under the Letters of Credit; and (B) the Revolving Credit Lenders severally agree to participate in Revolving Letters of Credit issued for the account of the Borrower; provided that no Revolving L/C Issuer shall be obligated to make any Revolving L/C Credit Extension with respect to any Revolving Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Revolving Letter of Credit if as of the date of such Revolving L/C Credit Extension, (x) the Total Outstandings under the Revolving Credit Facility would exceed the aggregate Revolving Credit Commitments, (y) the sum of the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Revolving L/C Obligations would exceed such Lender’s Revolving Credit Commitment or (z) the Outstanding Amount of the Revolving L/C Obligations would exceed the Revolving L/C Sublimit; provided, further, that the Dollar Equivalent of the aggregate face amount of Revolving Letters of Credit issued by a Revolving L/C Issuer shall not exceed such Revolving L/C Issuer’s Revolving L/C Issuer Sublimit. Subject to the terms and conditions set forth herein, the Term L/C Issuers agree, (1) from time to time on any Business Day during the period from the Closing Date until the Term L/C Expiration Date, to issue Term L/C Facility Letters of Credit for the account of the Borrower in Dollars or any Alternative Currency (it being understood and agreed that subject to the other terms herein, the Borrower may obtain for its account Term L/C Facility Letters of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Term L/C Facility Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drafts under the Term L/C Facility Letters of Credit; provided that no Term L/C Issuer shall be obligated to make any Term L/C Credit Extension with respect to any Term L/C Facility Letter of Credit if as of the date of such Term L/C Credit Extension (x) the Outstanding Amount of all Term L/C Facility Obligations would exceed the aggregate Term L/C Issuer Commitments; (y) the Outstanding Amount of Term L/C Facility Obligations in respect of Term L/C Facility Letters of Credit issued by such Term L/C Issuer would exceed such Term L/C Issuer’s Term L/C Issuer Sublimit; or (z) the Term L/C Collateral Account Balance shall be less than the Required Term L/C Collateral Account Balance; provided, further, that the Dollar Equivalent of the aggregate face amount of Term L/C Facility Letters of Credit issued by a Term L/C Issuer shall not exceed such Term L/C Issuer’s Term L/C Issuer Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.

Facility Letters of Credit. Subject to the terms and conditions set forth hereinIn addition, (A) the Revolving L/C Issuers agreeBorrower may request, in reliance upon accordance with the agreements provisions of the other Revolving Credit Lenders set forth in this Section 2.03subsection 3.1, (1) from time to time on any Business Day during the period from the Closing Date until to but excluding the 30th day prior to the Revolving Letter of Credit Expiration Loan Commitment Termination Date, to that one or more LC Facility Lenders issue Revolving LC Facility Letters of Credit payable on a sight basis for the account of Borrower for the Borrower purposes specified in Dollars or any Alternative Currency (it being understood and agreed that subject to the other terms herein, the Borrower may obtain for its account Revolving Letters definition of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Revolving Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drafts under the Standby Letters of Credit; and (B) the Revolving Credit Lenders severally agree to participate in Revolving Letters of Credit issued for the account of the Borrower; provided that no Revolving L/C Issuer shall be obligated to make any Revolving L/C Credit Extension with respect to any Revolving Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Revolving Letter of Credit if as of the date of such Revolving L/C Credit Extension, (x) the Total Outstandings under the Revolving Credit Facility would exceed the aggregate Revolving Credit Commitments, (y) the sum of the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Revolving L/C Obligations would exceed such Lender’s Revolving Credit Commitment or (z) the Outstanding Amount of the Revolving L/C Obligations would exceed the Revolving L/C Sublimit; provided, further, that the Dollar Equivalent of the aggregate face amount of Revolving Letters of Credit issued by a Revolving L/C Issuer shall not exceed such Revolving L/C Issuer’s Revolving L/C Issuer Sublimit. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Borrower herein set forth hereinforth, any one or more LC Facility Lenders may but (except as provided in subsection 3.1B(ii)) shall not be obligated to, issue such Letter of Credit in accordance with the provisions 3.1; provided that Borrower shall not request that any LC Facility Lender issue (and no LC Facility Lender shall issue): (a) any LC Facility Letter of Credit if, after giving effect to such issuance, the Term L/C Issuers agree, Total Utilization of LC Facility Commitments would exceed the LC Facility Commitments then in effect; (b) any LC Facility Letter of Credit having an expiration date later than the earlier of (1) from time to time on any Business Day during the period from the Closing Date until the Term L/C Expiration Date, to issue Term L/C Facility Letters of Credit for the account of the Borrower in Dollars or any Alternative Currency (it being understood and agreed that subject ten days prior to the other terms herein, the Borrower may obtain for its account Term L/C Facility Letters of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Term L/C Facility Letters of Credit previously issued by it, in accordance with Section 2.03(b), Revolving Loan Commitment Termination Date and (2) to honor drafts under the Term L/C date which is one year from the date of issuance of such LC Facility Letters Letter of Credit; provided that no Term L/C Issuer the immediately preceding clause (2) shall not prevent any Issuing Lender from agreeing that a LC Facility Letter of Credit will automatically be obligated extended for one or more successive periods not to make exceed one year each unless such LC Facility Issuing Lender elects not to extend for any Term L/C Credit Extension with respect such additional period; and provided, further, that such LC Facility Issuing Lender shall elect not to any Term L/C extend such LC Facility Letter of Credit if as it has knowledge that an Event of Default has occurred and is continuing (and has not been waived in accordance with subsection 10.6) at the date of time such Term L/C Credit Extension LC Facility Issuing Lender must elect whether or not to allow such extension; and (xc) the Outstanding Amount of all Term L/C any LC Facility Obligations would exceed the aggregate Term L/C Issuer Commitments; (y) the Outstanding Amount of Term L/C Facility Obligations in respect of Term L/C Facility Letters Letter of Credit issued by such Term L/C Issuer would exceed such Term L/C Issuer’s Term L/C Issuer Sublimit; for the purpose of supporting (1) trade payables or (z2) the Term L/C Collateral Account Balance shall be less than the Required Term L/C Collateral Account Balance; provided, further, any Indebtedness constituting "antecedent debt" (as that the Dollar Equivalent term is used in Section 547 of the aggregate face amount of Term L/C bankruptcy Code); or (d) any LC Facility Letters Letter of Credit issued by denominated in a Term L/C Issuer shall not exceed such Term L/C Issuer’s Term L/C Issuer Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedcurrency other than Dollars.

Facility Letters of Credit. Subject to the terms and conditions set forth herein, (Aa) the Revolving L/C Issuers agree, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Closing Date until the Revolving Letter of Credit Expiration Date, to issue Revolving All Existing Facility Letters of Credit for outstanding on the account of the Borrower in Dollars or any Alternative Currency (it being understood and agreed that subject Effective Date shall be deemed to the other terms herein, the Borrower may obtain for its account Revolving Letters of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Revolving Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drafts under the be Facility Letters of Credit; and (B) the Revolving Credit Lenders severally agree to participate in Revolving Letters of Credit issued for the account of the Borrower; provided that no Revolving L/C Issuer shall be obligated to make any Revolving L/C Credit Extension with respect to any Revolving Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Revolving Letter of Credit if as of the date of such Revolving L/C Credit Extension, (x) the Total Outstandings under the Revolving Credit Facility would exceed the aggregate Revolving Credit Commitments, (y) the sum of the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Revolving L/C Obligations would exceed such Lender’s Revolving Credit Commitment or (z) the Outstanding Amount of the Revolving L/C Obligations would exceed the Revolving L/C Sublimit; provided, further, that the Dollar Equivalent of the aggregate face amount of Revolving Letters of Credit issued by a Revolving L/C Issuer shall not exceed such Revolving L/C Issuer’s Revolving L/C Issuer Sublimit. ..Subject to the terms and conditions set forth herein, the Term L/C Issuers agree, (1) from time to time on any Business Day during the period Borrower may request from the Closing Date until Issuing Bank the Term L/C Expiration Date, to issue Term L/C issuance of Facility Letters of Credit for its own account in a form reasonably acceptable to the account Agent and the Issuing Bank, at any time and from time to time from the Effective Date and continuing through Termination Date. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower in Dollars to, or any Alternative Currency (it being understood and agreed that subject to entered into by the other terms hereinBorrower with, the Borrower may obtain for its account Term L/C Issuing Bank relating to any Facility Letter of Credit, the terms and conditions of this Agreement shall control. The parties hereto acknowledge and agree that (i) Facility Letters of Credit on behalf may be issued to support obligations of Subsidiaries of the Parent or any of its Affiliates)Borrower as well as the Borrower, and to amend or renew Term L/C Facility Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2ii) to honor drafts under the Term L/C Facility Letters of Credit; provided that no Term L/C Issuer shall be obligated to make any Term L/C Credit Extension with respect to any Term L/C Facility Letter of Credit if as of the date of such Term L/C Credit Extension (x) the Outstanding Amount of all Term L/C Facility Obligations would exceed the aggregate Term L/C Issuer Commitments; (y) the Outstanding Amount of Term L/C Facility Obligations in respect of Term L/C Facility Letters of Credit issued by to support obligations of a Subsidiary may state that they are issued for such Term L/C Issuer would exceed Subsidiary’s account and (iii) regardless of any such Term L/C Issuer’s Term L/C Issuer Sublimit; or (z) statement in any Facility Letter of Credit, the Term L/C Collateral Account Balance shall be less than Borrower is the Required Term L/C Collateral Account Balance; provided, further, that the Dollar Equivalent “account party” in respect of the aggregate face amount of Term L/C all Facility Letters of Credit issued and will be responsible for reimbursement of Facility LC Disbursements as provided herein. (b) To request the issuance of a Facility Letter of Credit (or the amendment, renewal or extension of an outstanding Facility Letter of Credit), the Borrower shall hand deliver (or transmit by electronic communication or facsimile transmission, if arrangements for doing so have been approved by the applicable Issuing Bank) to the Issuing Bank and the Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a Term L/C Issuer notice requesting the issuance of a Facility Letter of Credit, or identifying the Facility Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Facility Letter of Credit is to expire (which shall comply with Section 2.14(c)), the amount of such Facility Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Facility Letter of Credit. If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on such Issuing Bank’s standard form in connection with any request for a Facility Letter of Credit. A Facility Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Facility Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) the Facility LC Exposure shall not exceed such Term L/C Issuer’s Term L/C Issuer Sublimit. Within the foregoing limits$10,000,000, and subject (ii) the Aggregate Revolving Credit Exposure shall not exceed the Aggregate Revolving Commitment. (c) Each Facility Letter of Credit shall expire at or prior to the close of business on the earlier of: (i) the date one year after the date of the issuance of such Facility Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension), and (ii) the date that is thirty (30) Business Days prior to the Termination Date. (d) By the issuance of a Facility Letter of Credit (or an amendment to a Facility Letter of Credit increasing the amount thereof) and without any further action on the part of the Issuing Bank or the Bank, such Issuing Bank hereby grants to each Bank, and each Bank hereby acquires from such Issuing Bank, a participation in such Facility Letter of Credit equal to such Bank’s Pro Rata Share of the aggregate amount available to be drawn under such Facility Letter of Credit. In consideration and in furtherance of the foregoing, each Bank hereby absolutely and unconditionally agrees to pay to the Agent, for the account of the Issuing Bank, such Bank’s Pro Rata Share of each Facility LC Disbursement made by such Issuing Bank and not reimbursed by the Borrower on the date due as provided in Section 2.14(e), or of any reimbursement payment required to be refunded to the Borrower for any reason. Each Bank acknowledges and agrees that its obligation to acquire participations pursuant to this Section 2.14(d) in respect of Facility Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including: (i) any amendment, renewal or extension of any Facility Letter of Credit, (ii) the occurrence and continuance of a Default or Event of Default, (iii) the reduction or termination of the Revolving Commitments, (iv) any setoff, counterclaim, recoupment, defense or other right that such Bank may have against the Issuing Bank, (v) any inability of the Borrower to satisfy the conditions precedent to borrowing set forth in this Agreement at any time, or (iv) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing. (e) If an Issuing Bank shall make any Facility LC Disbursement, the Borrower shall reimburse such Facility LC Disbursement by paying to the Agent an amount equal to such Facility LC Disbursement not later than 12:00 Noon, New York time, on the date that such Facility LC Disbursement is made, if the Borrower shall have received notice of such Facility LC Disbursement prior to 10:00 A.M., New York time, on such date, or, if such notice has not been received by the Borrower prior to such time on such date, then not later than 12:00 Noon, New York time, on the Business Day immediately following the day that the Borrower receives such notice. If the Borrower fails to make such payment when due, the Agent shall notify each Bank of the applicable Facility LC Disbursement, the payment then due from the Borrower in respect thereof and such Bank’s Pro Rata Share thereof. Promptly following receipt of such notice, each Bank shall pay to the Agent its Pro Rata Share of the payment then due from the Borrower, in the same manner as provided in Section 2.04 with respect to Revolving Loans made by such Bank (and Section 2.04 shall apply, mutatis mutandis, to the payment obligations of the Bank), and the Agent shall promptly pay to the Issuing Bank the amounts so received by the Agent from the Banks. Promptly following receipt by the Agent of any payment from the Borrower pursuant to this Section 2.14(e), the Agent shall distribute such payment to the Issuing Bank or, to the extent that Banks have made payments pursuant to this Section 2.14(e) to reimburse the Issuing Bank, then to such Banks and the Issuing Bank as their interests may appear. Any payment made by a Bank pursuant to this Section 2.14(e) to reimburse the Issuing Bank for any Facility LC Disbursement shall not constitute a Loan and shall not relieve the Borrower of its obligation to reimburse such Facility LC Disbursement. (f) The Borrower’s obligation to reimburse Facility LC Disbursements as provided in Section 2.14(e) shall be absolute, unconditional and irrevocable, and shall be performed strictly in accordance with the terms of this Agreement under any and conditions hereofall circumstances whatsoever and irrespective of: (i) any lack of validity or enforceability of any Facility Letter of Credit, this Agreement or any other Loan Document, or any term or provision therein, (ii) any draft or other document presented under a Facility Letter of Credit proving to be forged, fraudulent or invalid in any respect or any statement therein being untrue or inaccurate in any respect, (iii) payment by the Issuing Bank under a Facility Letter of Credit against presentation of a draft or other document that does not comply with the terms of such Facility Letter of Credit, or (iv) any other event or circumstance whatsoever, whether or not similar to any of the foregoing, that might, but for the provisions of this Section 2.14(f), constitute a legal or equitable discharge of, or provide a right of setoff against, the Borrower’s ability to obtain Letters obligations hereunder. Neither the Agent, the Banks nor the Issuing Bank (nor any of their Affiliates, directors, officers, employees, agents and advisors, or their Affiliates’ directors, officers, employees, agents and advisors), shall have any liability or responsibility by reason of or in connection with the issuance or transfer of any Facility Letter of Credit or any payment or failure to make any payment thereunder (irrespective of any of the circumstances referred to in the preceding sentence), or any error, omission, interruption, loss or delay in transmission or delivery of any draft, notice or other communication under or relating to any Facility Letter of Credit (including any document required to make a drawing thereunder), any error in interpretation of technical terms or any consequence arising from causes beyond the control of the Issuing Bank; provided that the foregoing shall not be construed to excuse any Issuing Bank from liability to the Borrower to the extent of any direct damages (as opposed to consequential damages, claims in respect of which are hereby waived by the Borrower to the extent permitted by applicable law) suffered by the Borrower that are caused by such Issuing Bank’s failure to exercise care when determining whether drafts and other documents presented under a Facility Letter of Credit comply with the terms thereof. The parties hereto expressly agree that, in the absence of gross negligence or willful misconduct on the part of the Issuing Bank (as finally determined by a court of competent jurisdiction), the Issuing Bank shall be fully revolvingdeemed to have exercised care in each such determination. In furtherance of the foregoing and without limiting the generality thereof, the parties agree that, with respect to documents presented which appear on their face to be in substantial compliance with the terms of a Facility Letter of Credit, the applicable Issuing Bank may, in its sole discretion, either accept and make payment upon such documents without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Facility Letter of Credit. (g) If an Issuing Bank shall make any Facility LC Disbursement, then, unless the Borrower shall reimburse such Facility LC Disbursement in full on the date such Facility LC Disbursement is made, the unpaid amount thereof shall bear interest, for each day from and including the date such Facility LC Disbursement is made to but excluding the date that the Borrower reimburses such Facility LC Disbursement at the Default Rate for Variable Rate Loans. Interest accrued pursuant to this Section 2.14(g) shall be for the account of the Issuing Bank, except that interest accrued on and after the date of payment by any Bank pursuant to Section 2.14(e) to reimburse the Issuing Bank shall be for the account of the Bank to the extent of such payment. (h) If any Default or Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Agent that the Required Banks are demanding the deposit of cash collateral pursuant to this Section 2.14(i), the Borrower shall deposit in an account with the Agent (the “Facility Letter of Credit Collateral Account”), in the name of the Agent and for the benefit of the Issuing Bank and the Banks, an amount in cash equal to the Facility LC Exposure as of such date plus any accrued and unpaid interest thereon; provided that the obligation to deposit such cash collateral shall become effective immediately, and accordingly such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower maydescribed in Section 9.01(e) or Section 9.01(h). Such deposit shall be held by the Agent as collateral for the payment and performance of the Obligations. The Agent shall have exclusive dominion and control, during including the foregoing periodexclusive right of withdrawal, obtain Letters over such account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Moneys in such account shall be applied by the Agent to reimburse the Issuing Bank for Facility LC Disbursements for which it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Facility LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Required Banks), be applied to satisfy other Obligations of the Credit Parties to replace Letters the Banks. If the Borrower is required to provide an amount of Credit that have expired cash collateral hereunder as a result of the occurrence of a Default or that Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Defaults or Events of Default have been drawn upon cured or waived so long as the Loans have not been accelerated and reimbursedthe Commitments and the Facility LC Commitment terminated pursuant to Section 9.02.

Facility Letters of Credit. Subject Facility Letters of Credit may be issued by the Issuing Lender for the account of any Borrower or any Guarantor for any of the purposes for which a Borrower can obtain an Advance under the Revolving Credit Facility; provided that, (i) each such Facility Letter of Credit shall be issued on a Business Day occurring prior to the terms and conditions set forth hereinRevolving Credit Termination Date, (ii) after the issuance of any such Facility Letter of Credit (A) the Revolving L/C Issuers agree, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.03, (1) from time to time on any Business Day during the period from the Closing Date until the Revolving Facility Letter of Credit Expiration Exposure shall not exceed prior to and on the Lend Lease Closing Date, to issue Revolving Letters of Credit for the account of the Borrower in Twenty Million and No/100 Dollars or any Alternative Currency (it being understood and agreed that subject to the other terms herein, the Borrower may obtain for its account Revolving Letters of Credit on behalf of the Parent or any of its Affiliates$20,000,000), and to amend or renew Revolving Letters of Credit previously issued by itfollowing such date, in accordance with Section 2.03(bTen Million and No/100 Dollars ($10,000,000), and (2) to honor drafts under the Letters of Credit; and (B) the Revolving Credit Lenders severally agree to participate in Revolving Letters of Credit issued for the account of the Borrower; provided that no Revolving L/C Issuer shall be obligated to make any Revolving L/C Credit Extension with respect to any Revolving Letter of Credit, and no Revolving Credit Lender shall be obligated to participate in any Revolving Facility Letter of Credit if as Exposure, plus the outstanding balance of the date of such Revolving L/C Credit Extension, (x) the Total Outstandings Advances under the Revolving Credit Facility would exceed (including Swingline Advances), plus the aggregate Facility FX Exposure shall not be greater than the Revolving Credit CommitmentsCommitment (or, if less at the time in question, the applicable Borrowing Base), (yiii) the sum of the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender plus each such Lender’s Pro Rata Share of the Outstanding Amount of all Revolving L/C Obligations would exceed such Lender’s Revolving Credit Commitment or (z) the Outstanding Amount of the Revolving L/C Obligations would exceed the Revolving L/C Sublimit; provided, further, that the Dollar Equivalent of the aggregate face amount of Revolving Letters Facility Letter of Credit issued by a Revolving L/C Issuer shall not exceed such Revolving L/C Issuer’s Revolving L/C Issuer Sublimit. Subject to the terms and conditions set forth herein, the Term L/C Issuers agree, must have an expiration date no later than one (1) from time to time on any Business Day during year after the period from the Closing Date until the Term L/C Expiration Dateissuance thereof, to issue Term L/C Facility Letters of Credit for the account of the Borrower in Dollars or any Alternative Currency (it being understood and agreed that subject to the other terms hereinprovided that, the Borrower may obtain for its account Term L/C Facility Letters of Credit on behalf of the Parent or any of its Affiliates), and to amend or renew Term L/C Facility Letters of Credit previously issued by it, in accordance with Section 2.03(b), and (2) to honor drafts under the Term L/C Facility Letters of Credit; provided that no Term L/C Issuer shall be obligated to make any Term L/C Credit Extension with respect to any Term L/C Facility Letter of Credit if that has an expiration date later than thirty (30) days prior to the Revolving Credit Termination Date, AMRESCO or the applicable Borrower or Guarantor shall, on or before the 30th day prior to the Revolving Credit Termination Date, deposit with Administrative Agent in a blocked account held as of security for the date Obligations, pursuant to an Account Assignment executed by AMRESCO and any other applicable Borrower or Guarantor, and otherwise on terms acceptable to Administrative Agent, an amount designated by Administrative Agent up to the maximum stated amount of such Term L/C Credit Extension (x) Facility Letter of Credit, with the Outstanding Amount understanding that unless a Default or Event of all Term L/C Default is continuing, any such deposited funds related to a specific Facility Obligations would exceed the aggregate Term L/C Issuer Commitments; (y) the Outstanding Amount of Term L/C Facility Obligations in respect of Term L/C Facility Letters Letter of Credit issued by will be released to AMRESCO (or the applicable Borrower or Guarantor) upon the expiration and return of such Term L/C Issuer would exceed Facility Letter of Credit. Each such Term L/C Issuer’s Term L/C Issuer Sublimit; or (z) the Term L/C Collateral Account Balance shall be less than the Required Term L/C Collateral Account Balance; provided, further, that the Dollar Equivalent of the aggregate face amount of Term L/C Facility Letters of Credit issued by a Term L/C Issuer shall not exceed such Term L/C Issuer’s Term L/C Issuer Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters Letter of Credit shall be fully revolvingdenominated in Dollars. In addition to the foregoing, the issuance and accordingly the Borrower may, during the foregoing period, obtain Letters drawings under each Facility Letter of Credit shall be subject to replace Letters and in accordance with the provisions of Credit that have expired or that have been drawn upon and reimbursedSection 2.