Common use of Issuance and Administration of Multi-Issuer Letters of Credit Clause in Contracts

Issuance and Administration of Multi-Issuer Letters of Credit. Each Multi-Issuer Letter of Credit shall be executed and delivered by the L/C Agent in the name and on behalf of, and as attorney-in-fact for, each Lender party to such Multi-Issuer Letter of Credit, and the L/C Agent shall act under each Multi-Issuer Letter of Credit, and each Multi-Issuer Letter of Credit shall expressly provide that the L/C Agent shall act, as the agent of each Lender to (A) receive drafts, other demands for payment and other documents presented by the beneficiary under such Multi-Issuer Letter of Credit, (B) determine whether such drafts, demands and documents are in compliance with the terms and conditions of such Multi-Issuer Letter of Credit and (C) notify such Lender and the Company that a valid drawing has been made and the date that the related L/C Borrowing is to be made; provided that the L/C Agent shall have no obligation or liability for any L/C Borrowing under such Multi-Issuer Letter of Credit, and each Multi-Issuer Letter of Credit shall expressly so provide. Each Lender hereby irrevocably appoints and designates the L/C Agent as its attorney-in-fact, acting through any authorized officer of such L/C Agent, to execute and deliver in the name and on behalf of such Lender each Multi-Issuer Letter of Credit to be issued by such Lender hereunder. Promptly upon the request of the L/C Agent, each Lender will furnish to the L/C Agent such powers of attorney or other evidence as any beneficiary of any Multi-Issuer Letter of Credit may request in order to demonstrate that the L/C Agent has the power to act as attorney-in-fact for such Lender to execute and deliver such Multi-Issuer Letter of Credit.

Issuance and Administration of Multi-Issuer Letters of Credit. Each Multi-Issuer Letter of Credit shall be executed and delivered by the Administrative Agent (or, in the case of Multi-Issuer Letters of Credit denominated in British Sterling (“£ M-I L/C Agent Cs”), BNY Markets Ltd. acting as the Administrative Agent’s sub-agent (the “Sub-Agent”)) in the name and on behalf of, and as attorney-in-fact for, each Lender Bank party to such Multi-Issuer Letter of Credit, and the Administrative Agent (or, in the case of £ M-I L/C Agent Cs, the Sub-Agent) shall act under each Multi-Issuer Letter of Credit, and each Multi-Issuer Letter of Credit shall expressly provide that the Administrative Agent (or, in the case of £ M-I L/C Agent Cs, the Sub-Agent) shall act, as the agent of each Lender Bank to (A) receive drafts, other demands for payment and other documents presented by the beneficiary under such Multi-Issuer Letter of Credit, (B) determine whether such drafts, demands and documents are in compliance with the terms and conditions of such Multi-Issuer Letter of Credit and (C) notify such Lender Bank and the Company RGA that a valid drawing has been made and the date that the related L/C Borrowing Disbursement is to be made; provided that the L/C Administrative Agent (and the Sub-Agent) shall have no obligation or liability for any L/C Borrowing Disbursement under such Multi-Issuer Letter of Credit, and each Multi-Issuer Letter of Credit shall expressly so provide. Each Lender Bank hereby irrevocably appoints and designates the Administrative Agent (and, in the case of £ M-I L/C Agent Cs, the Sub-Agent) as its attorney-in-fact, acting through any authorized officer of such L/C The Bank of New York (or, in the case of the Sub-Agent, BNY Markets Ltd.), to execute and deliver in the name and on behalf of such Lender Bank each Multi-Issuer Letter of Credit to be issued by such Lender Bank hereunder. Promptly upon the request of the L/C Administrative Agent, each Lender Bank will furnish to the L/C Administrative Agent such powers of attorney or other evidence as any beneficiary of any Multi-Issuer Letter of Credit may request in order to demonstrate that the L/C Administrative Agent or Sub-Agent has the power to act as attorney-in-fact for such Lender Bank to execute and deliver such Multi-Issuer Letter of Credit.