Common use of Issuance of Letters of Credit Clause in Contracts

Issuance of Letters of Credit. TGI, as agent for the Borrowers, may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement).

Issuance of Letters of Credit. TGI, as agent for the Borrowers, The Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars on behalf of itself or an Optional Currency for itself another Guarantor or on behalf of another Loan Party or the Borrower and a nonSubsidiary of the Borrower which is not a Guarantor (in which case the Borrower and such Subsidiary shall be co-Loan Party Subsidiary applicants with respect to such Letter of Credit) by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Administrative Agent may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing BankAdministrative Agent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit and shall be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.10, the Administrative Agent (and, upon request of the Borrower, consent of the Administrative Agent, and consent of the requested Issuing Bank, any other Issuing Bank designated by the Administrative Agent in accordance with the terms of this Section) will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuanceissuance (but may include a provision for the automatic extension of the Letter of Credit absent notice by the Issuing Bank to the beneficiary), and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 35,000,000, or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding From time to time the foregoing, any Letter Borrower may request that a Lender other than the Administrative Agent issue Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date its behalf (or any subsequent expiration dateon behalf of another Guarantor) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon hereunder by submitting a written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral effect to the Administrative Agent, for which request the benefit Administrative Agent shall forward to the requested Lender; in the event that such requested Lender consents thereto, and subject to the consent of the Administrative Agent, the Administrative Agent shall be permitted to designate one or more of such additional Lenders as “Issuing Bank, Banks” hereunder. Those letters of credit issued by the Administrative Agent described on Schedule 2.10 shall from and after the Closing Date be deemed to secure the Defaulting Bank's Ratable Share of the Letter be Letters of Credit a satisfactory arrangement)issued pursuant to the terms of this Section 2.10.1.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Administrative Agent may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing BankAdministrative Agent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit and may be denominated in either Dollars or the Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.10, the Administrative Agent (and, upon request of the Borrower, consent of the Administrative Agent, and consent of the requested Issuing Bank, any other Issuing Bank designated by the Administrative Agent in accordance with the terms of this Section) will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuanceissuance (but may include a provision for the automatic extension of the Letter of Credit absent notice by the Issuing Bank to the beneficiary), and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 35,000,000, or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding From time to time the foregoing, any Letter Borrower may request that a Bank other than the Administrative Agent issue Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date its behalf (or any subsequent expiration dateon behalf of another Loan Party) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon hereunder by submitting a written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral effect to the Administrative Agent, for which request the benefit Administrative Agent shall forward to the requested Bank; in the event that such requested Bank consents thereto, and subject to the consent of the Administrative Agent, the Administrative Agent shall be permitted to designate one or more of such additional Banks as “Issuing Bank, Banks” hereunder. Those letters of credit issued by the Administrative Agent described on Schedule 2.10 shall from and after the Closing Date be deemed to secure the Defaulting Bank's Ratable Share of the Letter be Letters of Credit a satisfactory arrangement)issued pursuant to the terms of this Agreement.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank Lender (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank Lender may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankLender, in advance of the proposed date of issuance. Promptly after receipt of any letter Letter of credit Credit application, the Issuing Bank Lender shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and and, if not, such Issuing Bank Lender will provide Administrative the Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto Borrower shall be deemed bound by the terms of all such applications and agreements regardless whether delivered to have been issued under this AgreementIssuing Lender by Borrower or another Loan Party and, in the event that such application and agreement is delivered by any other Loan Party, Borrower shall be jointly and severally obligated thereon with such Loan Party. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.9, the Administrative Agent Issuing Lender will issue a Letter of Credit provided that each Letter of Credit shall shall: (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided providing that in no event shall shall: (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 25,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement).

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter (or modification of any issued) letters of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself, another Loan Party or a non-Loan Party Subsidiary Party, or, solely with respect to the RSC Letter of Credit (PNC), RSC, by delivering or having such other Loan Party or RSC, as applicable, deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit and such other certificates, documents, agreements including reimbursement agreements and other papers and documentation in such form as the Issuing Bank Administrative Agent may specify from time to time by no later than 10:00 a.m., Pittsburgh Pittsburgh, Pennsylvania time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing BankAdministrative Agent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit and may be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.9 [Letter of Credit Subfacility], the Administrative Agent or any of the Administrative Agent's Affiliates will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which eventprovided, such further, that a Letter of Credit shall may expire after the Expiration Date if the Borrower provides cash collateral acceptable to the Administrative Agent in its sole discretion no later than three hundred sixty-five sixty (36560) days after prior to the Expiration Date, and provided providing that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, Sixty Million and 00/100 Dollars ($100,000,000 60,000,000.00) or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, neither the Issuing Bank Administrative Agent, nor any of the Administrative Agent's Affiliates shall not be required to issue, amend, extend or increase issue any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank Administrative Agent has entered into satisfactory arrangements with the Borrowers Borrower or such Defaulting Bank to eliminate the Issuing BankAdministrative Agent's risk with respect to such Defaulting Bank (it being understood that the Issuing Bank Administrative Agent would consider the Borrowers Borrower providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, Agent to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement). Each Existing Letter of Credit shall be deemed to have been issued hereunder on the Closing Date by PNC Bank as the issuer. Each Existing Letter of Credit shall be deemed to be a Letter of Credit for all purposes of this Agreement.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto (to be delivered five (5) Business Days prior to the Closing Date), which shall consist of Existing Xxxxxx LCs and all letters of credit issued under the 2009 Credit Agreement which are outstanding on the Closing Date, shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) in no event expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend amend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's ’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's ’s Ratable Share of the Letter of Credit a satisfactory arrangement).

Issuance of Letters of Credit. TGI, as agent for the Borrowers, The Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Agent may specify from time to time by no later than 10:00 11:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankAgent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit (and may not be a Commercial Letter of Credit) and may be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.10, the Administrative Agent or any of the Agent’s Affiliates will issue a Letter of Credit provided that each Letter of Credit shall (Ai) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (Bii) in no event expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five eighty (365180) days after the Expiration Date, and (iii) in no event be amended to increase the amount thereof following the issuance thereof unless the conditions set forth in Section 7.2 [Each Additional Loan or Letter of Credit] have been satisfied as of the date of such amendment (treating such date the same as the date of issuance of a Letter of Credit) and provided further that in no event shall (ia) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 20,000,000.00 or (iib) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding It is expressly agreed that the foregoing, any Existing Letters of Credit shall be deemed to be a Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI for all purposes of this Agreement and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise requiredLoan Document. Notwithstanding any other provision hereof, the Issuing Bank Agent shall not be required to issue, amend, extend or increase issue any Letter of Credit, if any Bank Lender is at such time a Defaulting Bank Lender hereunder, unless the Issuing Bank Agent has entered into arrangements satisfactory arrangements to the Agent with the Borrowers Borrower or such Bank Defaulting Lender to eliminate the Issuing Bank's Agent’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)Lender.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, The Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Agent may specify from time to time by no later than 10:00 11:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankAgent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit (and may not be a Commercial Letter of Credit) and may be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.10, the Administrative Agent or any of the Agent’s Affiliates will issue a Letter of Credit provided that each Letter of Credit shall (Ai) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (Bii) in no event expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before (a) for Letters of Credit denominated in an Optional Currency, the Expiration Date, in which event, such Letter and (b) for Letters of Credit shall expire no later than three denominated in Dollars, one hundred sixty-five eighty (365180) days after the Expiration Date, and (iii) in no event be amended to increase the amount thereof following the issuance thereof unless the conditions set forth in Section 6.2 [Each Additional Loan or Letter of Credit] have been satisfied as of the date of such amendment (treating such date the same as the date of issuance of a Letter of Credit) and provided further that in no event shall (ia) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 20,000,000.00 or (iib) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions It is expressly agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such that each Existing Letter of Credit shall automatically be extended for deemed to be a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, for all purposes of this Agreement and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such each other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise requiredLoan Document. Notwithstanding any other provision hereof, the Issuing Bank Agent shall not be required to issue, amend, extend or increase issue any Letter of Credit, if any Bank Lender is at such time a Defaulting Bank Lender hereunder, unless the Issuing Bank Agent has entered into arrangements satisfactory arrangements to the Agent with the Borrowers Borrower or such Bank Defaulting Lender to eliminate the Issuing Bank's Agent’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)Lender.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent Issuing Bank will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 the Letter of Credit Sublimit or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's ’s discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's ’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's ’s Ratable Share of the Letter of Credit a satisfactory arrangement).. NAI-0000000000v6

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Issuer a completed application and agreement for letters of credit in such form as the Issuing Bank Issuer may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankIssuer, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit and may be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.9.1, the Administrative Agent Issuer will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided further that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, Thirty Million and 00/100 Dollars ($100,000,000 30,000,000.00) or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding As of the foregoingdate hereof, any those letters of credit set forth on Schedule 2.9.1 attached hereto and made a part hereof, which were issued under the Prior Loan Agreement and are outstanding on the date hereof, are hereby deemed to be Letters of Credit issued and outstanding hereunder and are included in the calculation of Letters of Credit Outstanding. The parties hereto acknowledge and agree that the letter of credit issued by PNC Bank in connection with the Borrower’s PEDFA Indebtedness described on Schedule 7.2.1 is not deemed a Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI hereunder and is not included in the Issuing Bank pursuant to which the expiration date calculation of such Letter Letters of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)Outstanding.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) in no event expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend amend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's ’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's ’s Ratable Share of the Letter of Credit a satisfactory arrangement).

Issuance of Letters of Credit. TGI, as agent for the Borrowers, may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 the Letter of Credit Sublimit or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's ’s discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's ’s risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's ’s Ratable Share of the Letter of Credit a satisfactory arrangement).

Issuance of Letters of Credit. TGI2.9.1.1 On the Closing Date, the outstanding Letters of Credit previously issued by PNC Bank as agent an “Issuing Bank” under the Existing Credit Agreement and the Designated Letter of Credit Facility which are set forth on Schedule 2.9.1 (the “Existing Letters of Credit”) will automatically, without any action on the part of any Person, be deemed to be Letters of Credit issued hereunder for the Borrowersaccount of the Borrower for all purposes of this Agreement and the other Loan Documents. In addition, subject to the terms and conditions of this Agreement, Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 11:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt The Borrower shall be a co-applicant and a co-obligor with respect to each Letter of Credit issued for the account of any letter other Loan Party, in which case each of credit application, the Issuing Bank shall confirm co-applicants and co-obligors will have joint and several liability with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of respect to any such Letter of Credit. Letters of Credit application may be issued in the form of a Standby Letter of Credit or a Commercial Letter of Credit. 2.9.1.2 The Borrower may make a request for the issuance of Letters of Credit of either (i) a Tranche B Letter of Credit, at any time and if notfrom time to time during the Tranche B Availability Period or (ii) a Revolving Letter of Credit, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed at any time and from time to have been issued under this Agreementtime during the Revolving Availability Period. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.9 (and with respect to issuances of Tranche B Letters of Credit, Section 3.1 [Tranche B Credit-Linked Deposit Account]), the Administrative Agent Issuing Bank or any of the Issuing Bank’s Affiliates will issue issue, amend, extend or renew a Letter of Credit provided that after giving effect to such issuance, amendment, extension or renewal: (i) each Letter of Credit shall expire at or prior to the close of business on the earlier of (A) have a maximum maturity of the date twenty-four (24) months from the date of issuance, and (B) expire no later than one (x) with respect to any Revolving Letter of Credit, the date that is ten (10) Business Day Days prior to the Revolving Expiration Date unless it and (y) with respect to any Tranche B Letter of Credit, the date that is fully Cash Collateralized on or before ten (10) Business Days prior to the Expiration Tranche B Maturity Date; (ii) the LC Exposure shall not exceed the sum of the total Revolving Credit Commitments (which, as of the Closing Date, is $400,000,000) and the total Tranche B Credit-Linked Deposits (which, as of the Closing Date, is $200,000,000); (iii) the total Revolving Exposures shall not exceed the total Revolving Credit Commitments; and (iv) the Tranche B LC Exposure shall not exceed the total Tranche B Credit-Linked Deposits; For purposes hereof, (i) Letters of Credit shall at all times and from time to time be deemed to be Tranche B Letters of Credit in which eventthe amount specified in the definition of Tranche B Letters of Credit and be deemed to be Revolving Letters of Credit only to the extent, and in an amount by which, the aggregate amount of outstanding Letters of Credit exceeds such amount specified in the definition of Tranche B Letters of Credit, (ii) drawings under any Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of be deemed to have been made under Revolving Letters of Credit Outstanding exceedfor so long as, at and to the extent that, there are any one time, $100,000,000 or undrawn Revolving Letters of Credit outstanding (iiand thereafter shall be deemed to have been made under Tranche B Letters of Credit) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, and (iii) any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI that expires or terminates will be deemed to be a Revolving Letter of Credit, for so long as, and to the Issuing Bank pursuant extent that, there are outstanding Revolving Letters of Credit immediately prior to which such expiration or termination. To the expiration date extent necessary to implement the foregoing, the identification of such a Letter of Credit shall automatically be extended for as a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Revolving Letter of Credit is not later than one (1) Business Day prior or a Tranche B Letter of Credit may change from time to time and a portion of a Letter of Credit may be deemed to be a Tranche B Letter of Credit and the Expiration Date, and (II) renewal of such Letter(s) remainder be deemed to be a Revolving Letter of Credit, at . In the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for event of any inconsistency between the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI terms and conditions of this Agreement and the Issuing Bank) before terms and conditions of any form of letter of credit application or other agreement submitted by the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereofBorrower to, or entered into by the Borrower with, the Issuing Bank shall not be required relating to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit terms and conditions of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)this Agreement shall control.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank selected by the Borrower (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the such Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the selected Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementeither a Standby Letter of Credit or a Commercial Letter of Credit. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.10, the Administrative Agent Issuing Bank will issue a Letter of Credit provided PROVIDED that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months Months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided PROVIDED that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 150,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoingSubject to Section 7.2.14(v), any Letter Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and be issued for the Issuing Bank pursuant to which benefit or the expiration date use of, directly or indirectly, any member of such Letter the Arch Western Group. No Letters of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, issued for the benefit or the use of, directly or indirectly, any Significant Subsidiary which is a member of the Issuing Bank, Arch Coal Group which is not a party to secure the Defaulting Bank's Ratable Share Guaranty Agreement until such time as such Significant Subsidiary has joined the Guaranty Agreement in accordance with Section 10.18 [Joinder of the Letter of Credit a satisfactory arrangement)Guarantors].

Issuance of Letters of Credit. TGIUpon the effectiveness of this Agreement, as agent each Existing Letter of Credit shall constitute a “Letter of Credit” for all purposes of this Agreement, issued, for purposes of this Section 2.9, on the BorrowersClosing Date (provided that any and all issuance fees and letter of credit risk participation fees accrued to the Closing Date in respect thereof pursuant to the Existing Credit Agreement shall have been paid in full on or before the Closing Date; provided further that fees may, pursuant to agreement between the applicable Loan Party and Citizens Bank of Pennsylvania, be due upon presentment of drafts); all of the risk participation exposures in respect of the Existing Letters of Credit shall be deemed to be assumed by the Lenders ratably according to their respective Revolving Credit Commitments; and the Loan Parties, the Administrative Agent and each Issuing Lender hereby agree that, from and after the Closing Date, the terms of this Agreement shall apply to the Existing Letters of Credit, superseding any other agreement theretofore applicable to them to the extent inconsistent with the terms hereof. The Parent hereby unconditionally and irrevocably (subject to the provisions of this Section 2.9) assumes all Letter of Credit Obligations in respect of each Existing Letter of Credit. The Borrower or any other Loan Party may at any time prior to the Expiration Date request the issuance of a standby or trade letter of credit (each a "“Letter of Credit") ”), which may be denominated in either Dollars or an Optional Currency Currency, for itself its own account or on behalf the account of another Loan Party or a non-Loan Party Subsidiary any Subsidiary, or the amendment or extension of an existing Letter of Credit, by delivering or transmitting electronically, or having such other Loan Party deliver or transmit electronically, to the Issuing Bank Lender (with a copy to the Administrative Agent) a completed application and agreement for letters letter of credit credit, or request for such amendment or extension, as applicable, in such form as the Issuing Bank Lender may specify from time to time by no later than 10:00 a.m., Pittsburgh time, a.m. at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing BankLender, in advance of the proposed date of issuance. The Borrower or other Loan Party shall authorize and direct the Issuing Lender to name the Borrower or Loan Party or other Subsidiary as the “Applicant” or “Account Party” of each Letter of Credit. Promptly after receipt of any letter of credit application, the Issuing Bank Lender shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Letter of Credit application and if not, such Issuing Bank Lender will provide the Administrative Agent with a copy thereof. All letters . 2.9.1.1 Unless the Issuing Lender has received notice from any Lender, the Administrative Agent or any Loan Party, at least one day prior to the requested date of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject issuance, amendment or extension of the applicable Letter of Credit, that one or more applicable conditions in Section 7 [Conditions of Lending and Issuance of Letters of Credit] is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.9, the Administrative Agent Issuing Lender or any of the Issuing Lender’s Affiliates will issue a the proposed Letter of Credit or agree to such amendment or extension, provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one five (5) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided further that in no event shall (i) the Dollar Equivalent amount of Letters Letter of Credit Outstanding Obligations exceed, at any one time, Twenty-five Million Dollars ($100,000,000 25,000,000) (the “Letter of Credit Sublimit”) or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding Each request by the foregoingBorrower or other Loan Party for the issuance, amendment or extension of a Letter of Credit shall be deemed to be a representation by the Borrower that the Borrower shall be in compliance with the preceding sentence and with Section 7.2 [Each Loan or Letter of Credit] after giving effect to the requested issuance, amendment or extension of such Letter of Credit. Promptly after its delivery of any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI or any amendment to a Letter of Credit to the beneficiary thereof, the applicable Issuing Lender will also deliver to the Borrower and the Issuing Bank pursuant to which the expiration date Administrative Agent a true and complete copy of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)amendment.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter (or modification of any issued) letters of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the applicable Issuing Letter of Credit Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit and such other certificates, documents, agreements including reimbursement agreements and other papers and documentation in such form as the applicable Issuing Letter of Credit Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh Columbus time, at least five (5) Business Days, or such shorter period as may be agreed to by the applicable Issuing Letter of Credit Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.10 [Letter of Credit Subfacility], the Administrative Agent applicable Issuing Letter of Credit Bank or any of the applicable Issuing Letter of Credit Bank's Affiliates will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one five (5) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided providing that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, One Hundred Fifty Million and 00/100 Dollars ($100,000,000 150,000,000.00) or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding Each of the foregoing, any Letter Rollover Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such is a Standby Letter of Credit shall automatically be extended for a period of up deemed to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right have been issued hereunder on the part Closing Date by the Administrative Agent. Each of the Rollover Letters of Credit shall be deemed to be a Letter of Credit for all purposes of this Agreement. Each of the Rollover Letters of Credit which is a Commercial Letter of Credit shall be deemed to have been issued hereunder on the Closing Date by the issuing bank identified on Schedule 1.1(R) as the Issuing Letter of Credit Bank. In the event of any conflict between the terms of this Agreement and the terms of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, Bank's application and (II) renewal of such Letter(s) agreement for Letters of Credit, at the terms of this Agreement shall control (provided that the terms of the Issuing Letter of Credit Bank's discretion, shall be available upon written request from TGI, as agent application and agreement for Letters of Credit which are in addition to those contained herein and which do not expressly conflict with the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank terms contained herein shall not be required deemed to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements be in conflict with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangementthis Agreement).

Issuance of Letters of Credit. TGI(a) Subject to the terms and conditions set forth in this Loan Agreement, as agent the Lender agrees to issue for the Borrowersaccount of the Borrower and/or those Persons described on Schedule 2.01 of this Loan Agreement, may request the issuance one or more Letters of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or Credit up to an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver aggregate face amount at any time outstanding equal to the Issuing Bank (with a copy to amount of the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify Revolving Credit Facility minus all outstanding Revolving Credit Accommodations, from time to time during the period commencing on the Closing Date and ending on a Business Day at least two (2) Business Days preceding the Revolving Credit Termination Date. The Letter of Credit Obligations shall constitute financial accommodations under the Revolving Credit Facility and shall reduce availability for Revolving Credit Loans under the Revolving Credit Facility by the amount of such Letter of Credit Obligations in excess of $7,500,000.00. Each Letter of Credit (1) shall be denominated in Dollars, (2) shall be in all instances a standby letter of credit except with respect to a direct pay Letter of Credit which the Lender will issue in connection with the replacement of the JX Xxxxxx Irrevocable Letter of Credit No. PB-284327, dated December 19, 1991 and (3) shall expire no later than 10:00 a.m.June 30, Pittsburgh time1999, except for the Letter of Credit between OMI Acquisition Corp. d/b/a OMI Corp and the Government of Israel in the maximum amount of $3,650,000.00 which may terminate no later than July 30, 1999. Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the Commonwealth of Pennsylvania. (b) In addition to being subject to the satisfaction of the conditions precedent contained in Section 3.02 hereof, the obligation of the Lender to issue any Letter of Credit is subject to the satisfaction in full of the following conditions: (1) the Borrower shall have delivered to the Lender at least five (5) Business Dayssuch times and in such manner as the Lender may prescribe, or a Letters of Credit Reimbursement Agreement and such shorter period other documents and materials as may be agreed required pursuant to by the Issuing Bank, in advance terms thereof; (2) immediately after the issuance of such Letter of Credit the aggregate principal amount of Letter of Credit Obligations then existing shall not exceed the difference between the amount of the proposed Revolving Credit Facility minus all Revolving Credit Accommodations then existing; and (3) as of the date of issuance, no order, judgment or decree of any court, arbitrator or Governmental Authority shall purport by its terms to enjoin or restrain the Lender from issuing the Letter of Credit and no Law applicable to the Lender and no request or directive (whether or not having the force of Law and whether or not the failure to comply therewith would be unlawful) from any Governmental Authority with jurisdiction over the Lender shall prohibit or request that the Lender refrain from the issuance of letters of credit generally or the issuance of such Letter of Credit. (c) Notwithstanding any provisions to the contrary in any Letter of Credit Reimbursement Agreement: (1) the Borrower shall unconditionally reimburse the Lender for drawings under such Letter of Credit no later than the time specified in such Letters of Credit Reimbursement Agreement irrespective of any claim, setoff, defense or other right which the Borrower may have at any time against the Lender or any other Person, except with respect to the Lender's gross negligence or willful misconduct; and (2) in connection with a Letter of Credit issued by the Lender, to the extent any Reimbursement Obligation is not paid when due, such Reimbursement Obligation shall be deemed to be a Revolving Credit Loan payable to the Lender in the amount of such Reimbursement Obligation; (3) any Reimbursement Obligation with respect to any Letter of Credit shall bear interest from the date of the relevant drawing under the pertinent Letter of Credit at the interest rate applicable to Prime Rate Loans until paid in full. (d) No action taken or omitted to be taken by the Lender under or in connection with any Letter of Credit (except in connection with its gross negligence or willful misconduct) shall put the Lender under any resulting liability to the Borrower. Promptly In the event this Loan Agreement and any Letter of Credit Reimbursement Agreement are inconsistent, the terms of this Loan Agreement shall prevail. In addition, notwithstanding any terms, conditions and/or provisions of any Letter of Credit Reimbursement Agreement that states that a Letter of Credit has been collateralized or otherwise secured by assets of the Borrower, the Lender agrees that (1) no collateral has been or will be given to it as security for any Letter of Credit, (2) no property is or will be held in trust for the Lender and (3) the Lender will not be granted a security interest of any kind. (e) The Borrower and/or the Persons described on Schedule 2.01 attached hereto, may from time to time request that the Lender issue a Letter of Credit by delivering to the Lender at its address for notices specified herein, Letters of Credit Reimbursement Agreement therefor, completed to the satisfaction of the Lender, and such other certificates, documents and other papers and information delivered to it in connection therewith in accordance with its customary procedures and shall promptly issue the Letter of Credit requested thereby (but in no event shall the Lender be required to issue any Letter of Credit earlier than three Business Days after its receipt of any letter the Letters of credit applicationCredit Reimbursement Agreement therefor and all such other certificates, documents and other papers and information relating thereto) by issuing the Issuing Bank original of such Letter of Credit to the beneficiary thereof or as otherwise may be agreed by Lender and the Borrower. The Lender shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received furnish a copy of such Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject to the terms and conditions hereof and in reliance on Borrower promptly following the agreements of the other Banks set forth in this Section 2.8, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months from the date of issuance, and (B) expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)issuance thereof.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank selected by the Borrower (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the such Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the selected Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementeither a Standby Letter of Credit or a Commercial Letter of Credit. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.9.1, the Administrative Agent Issuing Bank will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months Months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or 200,000,000, (ii) Reimbursement Obligations (contingent or otherwise) exceed, at any one time, $10,000,000, with respect to Commercial Letters of Credit, or (iii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoingSubject to Section 7.2.14(v), any Letter Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and be issued for the Issuing Bank pursuant to which benefit or the expiration date use of, directly or indirectly, any member of such Letter the Arch Western Group. No Letters of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, issued for the benefit or the use of, directly or indirectly, any Significant Subsidiary which is a member of the Arch Coal Group which is not a party to the Guaranty Agreement until such time as such Significant Subsidiary has joined the Guaranty Agreement in accordance with Section 10.18 [Requirements for Significant Subsidiaries]. Schedule 2.9.1 sets forth letters of credit, issued by PNC Bank as an "Issuing Bank" under the Original Credit Agreement, to secure the Defaulting Bank's Ratable Share which are outstanding as of the Letter Restatement Effective Date (the "Existing Letters of Credit"). It is expressly agreed that the Existing Letters of Credit a satisfactory arrangement)are Letters of Credit under this Agreement.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Agent may specify from time to time by no later than 10:00 11:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankAgent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit (and may not be a Commercial Letter of Credit) and may be denominated in either Dollars or an Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.10, the Administrative Agent or any of the Agent's Affiliates will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-twenty four (24) months from the date of issuance in the case of the Glenborough Letter of Credit and, in the case of each other Letter of Credit, shall have a maximum maturity of twelve (12) months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided providing that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 15,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding Commitments and (C) in no event be amended to increase the foregoing, any Letter amount thereof following the issuance thereof unless the conditions set forth in Section 7.2 have been satisfied as of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such amendment (treating such date the same as the date of issuance of a Letter of Credit). It is expressly agreed that the Existing Letter of Credit shall automatically be extended for deemed to be a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, for all purposes of this Agreement and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such each other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)Loan Document.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank selected by the Borrower (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the such Issuing Bank may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the selected Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementeither a Standby Letter of Credit or a Commercial Letter of Credit. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.9, the Administrative Agent Issuing Bank will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months Months from the date of issuance, and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or 150,000,000, (ii) Reimbursement Obligations (contingent or otherwise) exceed, at any one time, $10,000,000, with respect to Commercial Letters of Credit, or (iii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoingSubject to Section 7.2.14(v), any Letter Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and be issued for the Issuing Bank pursuant to which benefit or the expiration date use of, directly or indirectly, any member of such Letter the Arch Western Group. No Letters of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, issued for the benefit or the use of, directly or indirectly, any Significant Subsidiary which is a member of the Arch Coal Group which is not a party to the Guaranty Agreement until such time as such Significant Subsidiary has joined the Guaranty Agreement in accordance with Section 10.18 [Joinder of Guarantors]. Schedule 2.9.1 sets forth letters of credit, issued by PNC Bank as an "Issuing Bank" under the Original Credit Agreement, to secure the Defaulting Bank's Ratable Share which are outstanding as of the Letter Restatement Effective Date (the "Existing Letters of Credit"). It is expressly agreed that the Existing Letters of Credit a satisfactory arrangement)are Letters of Credit under this Agreement.

Issuance of Letters of Credit. TGIThe Borrower, as agent for the Borrowersif applicable, may at any time prior to the Expiration Date request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party Party, or a non-Loan Party Subsidiary the amendment or extension of an existing Letter of Credit, by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit credit, or request for such amendment or extension, as applicable, in such form as the Issuing Bank Agent may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing BankAgent, in advance of the proposed date of issuance. Promptly after receipt Each Letter of any letter Credit issued under this Section shall be a Standby Letter of credit application, Credit. Unless the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy notice from any Lender or any Loan Party, at least one (1) day prior to the requested date of such issuance, amendment or extension of the applicable Letter of Credit application and if notCredit, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters that one or more of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreement. Subject the applicable conditions in Section 6 is not satisfied, then, subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.9, the Administrative Agent or any of the Agent’s Affiliates will issue a Letter of Credit provided or agree to such amendment or extension, provided, that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuance, and (B) in no event expire no later than one five (5) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided providing that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 10,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding Schedule 2.9.1 sets forth letters of credit, issued by Agent and the foregoingAgent’s Affiliates as an “issuing bank” under the Prior Credit Agreement, any Letter which are outstanding as of the Closing Date (the “Existing Letters of Credit”). It is expressly agreed that the Existing Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter are Letters of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise requiredunder this Agreement. Notwithstanding any other provision hereof, neither Agent nor any of the Issuing Bank Agent’s Affiliates shall not be required to issue, amend, extend or increase issue any Letter of Credit, if any Bank Lender is at such time a Defaulting Bank Lender hereunder, unless the Issuing Bank Agent has entered into satisfactory arrangements with the Borrowers Borrower or such Bank Defaulting Lender to eliminate the Issuing Bank's Agent’s (or any of the Agent’s Affiliate’s) risk with respect to such Bank Defaulting Lender (it being understood that the Issuing Bank Agent or such Affiliate of the Agent would consider the Borrowers Borrower or the Defaulting Lender providing cash collateral to the Administrative Agent, for the benefit of the Issuing BankAgent or such Affiliate of the Agent, to secure the Defaulting Bank's Lender’s Ratable Share of the Letter of Credit Credit, a satisfactory arrangement).

Issuance of Letters of Credit. TGI, as agent for the Borrowers, The Borrower may request the issuance of a letter (or modification of any issued) letters of credit (each a "Letter of Credit" and in the aggregate the "Letters of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of another Loan Party or a non-Loan Party Subsidiary itself by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 a.m.12:00 p.m., Pittsburgh timePittsburgh, at least five Pennsylvania time three (53) Business Days, or such shorter period as may be agreed Days prior to by the Issuing Bank, in advance of the proposed requested date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy issuance of such Letter of Credit application to the Agent a written notice specifying the proposed beneficiary, date of issuance and if not, expiry date for such Issuing Bank will provide Administrative Agent with a copy thereof. All letters Letter of credit which are identified on Schedule 2.8.1 hereto shall Credit or modification to an existing Letter of Credit and the nature of the transactions to be deemed to have been issued under this Agreementsupported thereby. Subject to the terms and conditions hereof and to the execution of a completed application and continuing agreement for letters of credit in the form attached hereto as Exhibit 2.10.1 or such other form as the Agent may specify from time to time and in reliance on the agreements of the other Banks set forth in this Section 2.82.10, the Administrative Agent will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four (24) months 365 days from and including the date of issuance, and (B) in no event expire no later than one five Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided further that in no event shall (i) the Dollar Equivalent amount of Letters Letter of Credit Outstanding Outstandings exceed, at any one time, $100,000,000 20,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding In the event of any conflict between the terms of this Agreement and the terms of the forms of application and continuing agreement for letters of credit, the terms of this Agreement shall control (provided that terms of the Agent's form of application and agreement for letters of credit which are in addition to those contained herein and which do not expressly conflict with the terms contained herein shall not be deemed to be in conflict with this Agreement), provided, however, that notwithstanding the foregoing, the provisions of the application and agreement for letters of credit, to the extent the same pertain to remedies, shall govern and control. Notwithstanding the minimum draw requirements for Revolving Credit Loans, any standby Letter of Credit may contain customary automatic renewal provisions agreed upon by TGI be requested for an amount greater than or equal to $250,000 and the Issuing Bank pursuant to which the expiration date of such any documentary Letter of Credit shall automatically may be extended requested for a period of up an amount greater than or equal to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)$50,000.

Issuance of Letters of Credit. TGI, as agent for the Borrowers, Borrower may request the issuance of a letter of credit (each a "Letter of Credit") which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) Agent a completed application and agreement for letters of credit in such form as the Issuing Bank Administrative Agent may specify from time to time by no later than 10:00 a.m., Pittsburgh time, at least five (5) Business Days, or such shorter period as may be agreed to by the Issuing BankAdministrative Agent, in advance of the proposed date of issuance. Promptly after receipt of any letter of credit application, the Issuing Bank shall confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of such Each Letter of Credit application and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed to have been issued under this Agreementa Standby Letter of Credit or a Commercial Letter of Credit and may be denominated in either Dollars or the Optional Currency. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks set forth in this Section 2.82.10, the Administrative Agent (and, upon request of the Borrower, consent of the Administrative Agent, and consent of the requested Issuing Bank, any other Issuing Bank designated by the Administrative Agent in accordance with the terms of this Section) will issue a Letter of Credit provided that each Letter of Credit shall (A) have a maximum maturity of twenty-four twelve (2412) months from the date of issuanceissuance (but may include a provision for the automatic extension of the Letter of Credit absent notice by the Issuing Bank to the beneficiary), and (B) in no event expire no later than one ten (10) Business Day Days prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 25,000,000; provided, however, that for a period not to exceed 30 calendar days following the Closing Date (or such additional time period as may be approved in writing by the Administrative Agent), the Dollar Equivalent amount of Letters of Credit Outstanding may exceed $25,000,000 but shall not exceed $33,000,000, or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding From time to time the foregoing, any Letter Borrower may request that a Bank other than the Administrative Agent issue Letters of Credit may contain customary automatic renewal provisions agreed upon by TGI and the Issuing Bank pursuant to which the expiration date of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided that (I) the initial expiration date its behalf (or any subsequent expiration dateon behalf of another Loan Party) of each such Letter of Credit is not later than one (1) Business Day prior to the Expiration Date, and (II) renewal of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon hereunder by submitting a written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI and the Issuing Bank) before the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereof, the Issuing Bank shall not be required to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral effect to the Administrative Agent, for which request the benefit Administrative Agent shall forward to the requested Bank; in the event that such requested Bank consents thereto, and subject to the consent of the Administrative Agent, the Administrative Agent shall be permitted to designate one or more of such additional Banks as "Issuing Bank, Banks" hereunder. Those letters of credit issued by the Administrative Agent described on Schedule 2.10 shall from and after the Closing Date be deemed to secure the Defaulting Bank's Ratable Share of the Letter be Letters of Credit a satisfactory arrangement)issued pursuant to the terms of this Agreement.

Issuance of Letters of Credit. TGI2.9.1.1 On the Closing Date, the outstanding Letters of Credit previously issued by PNC Bank as agent an “Issuing Bank” under the Existing Credit Agreement that are set forth on Schedule 2.9.1 (the “Existing Letters of Credit”) will automatically, without any action on the part of any Person, be deemed to be Letters of Credit issued hereunder for the Borrowersaccount of the Borrower for all purposes of this Agreement and the other Loan Documents. In addition, subject to the terms and conditions of this Agreement, Borrower may request the issuance of a letter of credit (each a "“Letter of Credit"”) which may be denominated in either Dollars or an Optional Currency for itself or on behalf of itself or another Loan Party or a non-Loan Party Subsidiary by delivering or having such other Loan Party deliver to the Issuing Bank (with a copy to the Administrative Agent) a completed application and agreement for letters of credit in such form as the Issuing Bank may specify from time to time by no later than 10:00 11:00 a.m., Pittsburgh time, at least five three (53) Business Days, or such shorter period as may be agreed to by the Issuing Bank, in advance of the proposed date of issuance. Promptly after receipt The Borrower shall be a co-applicant and a co-obligor with respect to each Letter of Credit issued for the account of any letter other Loan Party, in which case each of credit application, the Issuing Bank shall confirm co-applicants and co-obligors will have joint and several liability with the Administrative Agent (by telephone or in writing) that the Administrative Agent has received a copy of respect to any such Letter of Credit. Letters of Credit application may be issued in the form of a Standby Letter of Credit or a Commercial Letter of Credit. 2.9.1.2 The Borrower may make a request for the issuance of Letters of Credit at any time and if not, such Issuing Bank will provide Administrative Agent with a copy thereof. All letters of credit which are identified on Schedule 2.8.1 hereto shall be deemed from time to have been issued under this Agreementtime during the Revolving Availability Period. Subject to the terms and conditions hereof and in reliance on the agreements of the other Banks Lenders set forth in this Section 2.82.9, the Administrative Agent Issuing Bank or any of the Issuing Bank’s Affiliates will issue issue, amend, extend or renew a Letter of Credit provided that after giving effect to such issuance, amendment, extension or renewal: (i) each Letter of Credit shall expire at or prior to the close of business on the earlier of (A) have a maximum maturity of the date twenty-four (24) months from the date of issuance, and (B) expire no later than one Business Day prior to the Expiration Date unless it is fully Cash Collateralized on or before the Expiration Date, in which event, ; provided that any such Letter of Credit shall expire no later than three hundred sixty-five (365) days after the Expiration Date, and provided that in no event shall (i) the Dollar Equivalent amount of Letters of Credit Outstanding exceed, at any one time, $100,000,000 or (ii) the Dollar Equivalent Revolving Facility Usage exceed, at any one time, the Revolving Credit Commitments. Notwithstanding the foregoing, any may automatically renew if such Letter of Credit may contain customary has an automatic renewal provisions agreed upon by TGI and feature set forth in the terms thereof, unless the Issuing Bank pursuant to which the expiration date or Issuing Bank’s Affiliates give notice of termination of such Letter of Credit shall automatically be extended for a period of up to 12 months (but not to a date later than the date set forth in clause Credit, or (B) above), subject to a right on the part of the Issuing Bank to prevent any such renewal from occurring by giving notice to the beneficiary in advance of any such renewal; provided date that is ten (I) the initial expiration date (or any subsequent expiration date) of each such Letter of Credit is not later than one (110) Business Day Days prior to the Expiration Date, ; and (ii) the LC Exposure shall not exceed the amount of the total Revolving Credit Commitments minus the Loans. In the event of any inconsistency between the terms and (II) renewal conditions of such Letter(s) of Credit, at the Issuing Bank's discretion, shall be available upon written request from TGI, as agent for the Borrowers, to the Issuing Bank at least thirty (30) days (or such other time period as agreed by TGI this Agreement and the Issuing Bank) before terms and conditions of any form of letter of credit application or other agreement submitted by the date upon which notice of nonrenewal is otherwise required. Notwithstanding any other provision hereofBorrower to, or entered into by the Borrower with, the Issuing Bank shall not be required relating to issue, amend, extend or increase any Letter of Credit, if any Bank is at such time a Defaulting Bank hereunder, unless the Issuing Bank has entered into satisfactory arrangements with the Borrowers or such Bank to eliminate the Issuing Bank's risk with respect to such Bank (it being understood that the Issuing Bank would consider the Borrowers providing cash collateral to the Administrative Agent, for the benefit terms and conditions of the Issuing Bank, to secure the Defaulting Bank's Ratable Share of the Letter of Credit a satisfactory arrangement)this Agreement shall control.