Common use of Keepwell Clause in Contracts

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Article XII in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 12.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)12.10, or otherwise under the Loan Documentsthis Section, voidable under applicable law Requirements of Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 12.10 shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 12.3. Each Qualified ECP Guarantor intends that this Section 2(j) 12.10 constitute, and this Section 2(j) 12.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Party to guaranty and otherwise honor all Obligations of its obligations under this Guaranty or the other Loan Documents in respect of Related Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under this Guaranty or the other Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full termination of the Guarantied Obligationsthis Guaranty. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.08, or otherwise under the Loan Documentsthis Guaranty Agreement, as it relates to such Guarantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.08 shall remain in full force and effect until payment the Obligations under the Loan Documents are paid in full full, the Commitments are terminated and no Letter of the Guarantied ObligationsCredit remains outstanding. Each Qualified ECP Guarantor intends that this Section 2(j) 2.08 constitute, and this Section 2(j) 2.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Obligor that is a Qualified ECP Guarantor when its guaranty of or grant of Lien as security for a Swap Obligation becomes effective hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Obligor with respect to such Swap Obligation as may be needed by such Specified Obligor from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under the Loan Documents in respect of such Swap Obligations Obligation (providedbut, howeverin each case, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP’s obligations and undertakings under this Section 2(j), or otherwise under the Loan Documents, 5.11 voidable under any applicable law relating to fraudulent transfer or conveyance or fraudulent transfer, and not for any greater amountact). The obligations and undertakings of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full Full Payment of the Guarantied all Obligations. Each Qualified ECP Guarantor Obligor intends that this Section 2(j) to constitute, and this Section 2(j) shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of of, each other Grantor Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by the Borrower and each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), as it relates to such Borrower or otherwise under the Loan Documentsother Guarantor, voidable under applicable law Legal Requirements relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 13.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of the Borrower and each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under the guarantee contained herein in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 12.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)12.10, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 12.10 shall remain in full force and effect until payment in full the discharge of the Guarantied ObligationsSecured Obligations in full. Each Qualified ECP Guarantor intends that this Section 2(j) 12.10 constitute, and this Section 2(j) 12.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Borrower to guaranty and otherwise honor all Obligations in respect of Swap Hedge Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j2.15(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j2.15(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j2.15(j) constitute, and this Section 2(j2.15(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “"keepwell, support, or other agreement” " for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor Keepwell Provider hereby jointly and severally absolutely, unconditionally unconditionally, and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor guarantor to guaranty and otherwise honor all Obligations of its obligations under its guarantee or security agreement in respect of any Swap Obligations Obligation (provided, however, that each Qualified ECP Guarantor Keepwell Provider shall only be liable under this Section 2(j) 11.06 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)11.06, or otherwise under the Loan Documentsthis guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor Keepwell Provider under this Section 11.06 shall remain in full force and effect until payment in full a discharge of the Guarantied Obligationsguarantor obligations. Each Qualified ECP Guarantor Keepwell Provider intends that this Section 2(j) 11.06 constitute, and this Section 2(j) 11.06 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor guarantor for all purposes of Section section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally unconditionally, and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Section 2 in respect of any Swap Obligations Obligation (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.8, or otherwise under the Loan Documentsthis Section 2, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.8 shall remain in full force and effect until payment in full a discharge of the Guarantied Guarantor Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.8 constitute, and this Section 2(j) 2.8 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by to each other Grantor Loan Party as may be needed by such other Loan Party to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) Article II for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Article II, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment a Payment in full Full of the Guarantied Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.08 constitute, and this Section 2(j) 2.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Obligor to guaranty and otherwise honor honour all Obligations of its obligations under the Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan DocumentsGuarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section and under the Guarantee shall remain in full force and effect until payment discharged in full of accordance with this Agreement and the Guarantied ObligationsGuarantee . Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor Borrower hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Borrower to guaranty and otherwise honor all Obligations of its obligations in respect of Swap Obligations (constituting a portion of the Obligations; provided, however, that each Qualified ECP Guarantor Borrower shall only be liable under this Section 2(j) 2.18 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.18, or otherwise hereunder or under the any other Loan DocumentsDocument, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for of any greater amount). The obligations of each Qualified ECP Guarantor Borrower under this Section 2.18 shall remain in full force and effect until payment the Obligations are paid and performed in full of the Guarantied Obligationsfull. Each Qualified ECP Guarantor Borrower intends that this Section 2(j) 2.18 constitute, and this Section 2(j) 2.18 shall be deemed to constitute, a “keepwell, support, support or other agreement” for the benefit of each other Grantor Borrower for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.)

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.9, or otherwise under the Loan Documentsthis Guaranty, as it relates to such Grantor , voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full Discharge of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.9 constitute, and this Section 2(j) 2.9 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by the Company and each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 9.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of the Company and each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j11.10(p) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j11.10(p), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 2(j11.10(p) constitute, and this Section 2(j11.10(p) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Subsidiary Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)3.11, or otherwise under the Loan Documentsthis Guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment Swap Obligations have been paid in full of the Guarantied Obligationsfull. Each Qualified ECP Guarantor intends that this Section 2(j) 3.11 constitute, and this Section 2(j) 3.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Subsidiary Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Secured Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 27 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 27 or otherwise under the Loan Documents, this Guaranty voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations and undertakings of each Qualified ECP Guarantor under this Section 27 shall remain in full force and effect until payment the Guaranteed Obligations have been Paid in full of the Guarantied ObligationsFull. Each Qualified ECP Guarantor intends that this Section 2(j) 27 constitute, and this Section 2(j) 27 shall be deemed to constitute, a “keepwell, support, support or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Party to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Secured Obligations under Specified Swap Obligations Agreements (providedprovided that, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2.8 or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.8 shall remain in full force and effect until payment the Secured Obligations have been paid in full of the Guarantied Obligationsin cash and all Commitments have terminated. Each Qualified ECP Guarantor intends that this Section 2(j) 2.8 constitute, and this Section 2(j) 2.8 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Subsidiary Guaranty in respect of Swap Obligations (providedprovided that, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2.08 or otherwise under the Loan Documentsthis Subsidiary Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The amount).The obligations of each Qualified ECP Guarantor under this Section 2.08 shall remain in full force and effect until payment the Guaranteed Obligations have been paid in full of the Guarantied Obligationsin cash and all Commitments have terminated. Each Qualified ECP Guarantor intends that this Section 2(j) 2.08 constitute, and this Section 2(j) 2.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Grantor Credit Party (other than the Borrower) to guaranty and otherwise honor honour all Obligations of its obligations under its guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 6.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 6.09. or otherwise under the Loan Documentsits guarantee, voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 6.09 shall remain in full force and effect until payment discharged in full accordance with the provisions of the Guarantied Obligationsits guarantee. Each Qualified qualified ECP Guarantor intends that this Section 2(j) 6.09 constitute, and this Section 2(j) 6.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Obligor (other than the Borrower) for all purposes of Section 1a(18)(A)(v)(II) of the US Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.9, or otherwise under the Loan Documentsthis Guaranty, as it relates to such Grantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full Discharge of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.9 constitute, and this Section 2(j) 2.9 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.16 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)3.16, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until the payment in full of the Guarantied Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 3.16 constitute, and this Section 2(j) 3.16 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Grantor Guarantor to guaranty and otherwise honor all of such Guarantor’s obligations under this Obligations Guarantee or any other Credit Document in respect of Swap Obligations (providedObligations, however, provided that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 7.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)7.10, or otherwise under the Loan Documentsthis Obligations Guarantee, as it relates to such Guarantor, voidable under applicable law relating to fraudulent conveyance transfer or fraudulent transferconveyance, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 7.10 shall remain in full force and effect until payment the Obligations shall have been indefeasibly paid in full of and the Guarantied ObligationsCommitments shall have terminated. Each Qualified ECP Guarantor intends that this Section 2(j) 7.10 constitute, and this Section 2(j) 7.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Guarantor and Grantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2.08 or otherwise under the Loan Documents, this Agreement voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.08 shall remain in full force and effect until the indefeasible payment in full in cash of all the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.08 constitute, and this Section 2(j) 2.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Guarantor and Grantor for all purposes of Section 1a(18)(A)(v)(IIla(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all of its Obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “"keepwell, support, or other agreement” " for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor (as hereinafter defined) hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.09, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.09 shall remain in full force and effect until payment in full all of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, Guaranteed Obligations (other than contingent indemnification obligations in respect of which no claim for payment has been made or other agreement” no notice for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.indemnification has

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each the Borrower and other Grantor Guarantors to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 12.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of the Borrower and each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Article XI in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 11.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)11.10, or otherwise under the Loan Documentsthis Section, voidable under applicable law Requirements of Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 11.10 shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 11.3. Each Qualified ECP Guarantor intends that this Section 2(j) 11.10 constitute, and this Section 2(j) 11.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.09 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.09, or otherwise under the Loan Documentsthis Guaranty, as it relates to such Grantor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full Discharge of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.09 constitute, and this Section 2(j) 2.09 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under the guarantee contained in this Section 2 in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.8, or otherwise under the Loan Documentsguarantee contained in this Section 2, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.8 shall remain in full force and effect until payment in full of the Guarantied ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 2(j) 2.8 constitute, and this Section 2(j) 2.8 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Guarantor that is a Qualified ECP Guarantor when its guaranty of or grant of Lien as security for a Swap Obligation becomes effective hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Obligor with respect to such Swap Obligation as may be needed by such Specified Obligor from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under the Loan Documents in respect of such Swap Obligations Obligation (providedbut, howeverin each case, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP's obligations and undertakings under this Section 2(j), or otherwise under the Loan Documents, voidable under any applicable law relating to fraudulent transfer or conveyance or fraudulent transfer, and not for any greater amountact). The obligations and undertakings of each Qualified ECP Guarantor under this Section shall remain in full force and effect until full payment in full of the Guarantied all Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) to constitute, and this Section 2(j) shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support, support or other agreement” for the benefit of each other Grantor of, Borrower for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (Obligations; provided, however, that (i) the foregoing undertaking shall not be effective at any time and for so long as such Guarantor does not qualify as a Qualified ECP Guarantor and (ii) each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.13 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)3.13, or otherwise under the Loan Documentsthis Guaranty, as it relates to each other Guarantor, voidable under any applicable law relating to fraudulent conveyance or fraudulent transferFraudulent Transfer Law, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 3.13 constitute, and this Section 2(j) 3.13 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j2(g) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2(g) or otherwise under the Loan Documents, this Agreement voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2(g) shall remain in full force and effect until the indefeasible payment in full in cash of all the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j2(g) constitute, and this Section 2(j2(g) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(IIla(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby Primary Obligor jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Obligor to guaranty and otherwise honor honour all Obligations of its obligations under its Guarantee in respect of Swap Capital Market Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j11.1(v) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j11.1(v), or otherwise under the Loan Documents, its Guarantee voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 11.1(v) shall remain in full force and effect until payment discharged in full accordance with the provisions of the Guarantied Obligationsits Guarantee. Each Qualified ECP Guarantor intends that this Section 2(j11.1(v) constitute, and this Section 2(j11.1(v) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Bank Obligations in respect of Swap Bank Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (if any) under any Secured Rate Contract (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment as long as this Guaranty remains in full of the Guarantied Obligationseffect. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Credit Party to guaranty and otherwise honor all Obligations of its obligations under this Guarantee and Collateral Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.02 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.02, or otherwise under the Loan Documentsthis Guarantee and Collateral Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.02 shall remain in full force and effect until payment in full of the Guarantied ObligationsSecurity Termination has occurred. Each Qualified ECP Guarantor intends that this Section 2(j) 2.02 constitute, and this Section 2(j) 2.02 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Credit Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.)

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Debtor and Regulated Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guarantee in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 12.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Debtor and Regulated Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each any other Grantor Obligor hereunder to guaranty and otherwise honor all Obligations of such Obligor’s obligations under this Agreement in respect of Swap Obligations (providedContract, however, provided that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.12 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.12, or otherwise under the Loan Documentsthis Agreement, as it relates to such Obligor, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.12 shall remain in full force and effect until payment Payment in full of the Guarantied ObligationsFull. Each Qualified ECP Guarantor intends that this Section 2(j) 2.12 constitute, and this Section 2(j) 2.12 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Obligor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably irrevocably, undertakes to provide such funds or other support as may be needed from time to time by each Borrower and each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.8, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.8 shall remain in full force and effect until payment the Obligations have been indefeasibly paid in full of the Guarantied Obligationsfull. Each Qualified ECP Guarantor intends that this Section 2(j) 2.8 constitute, and this Section 2(j) 2.8 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Guarantied Obligations in respect of Swap Obligations (provided, howeverthat, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred hereunder without rendering its obligations under this Section 2(j)2.4, or otherwise under the Loan Documents, voidable under applicable law relating to voidable transfers, fraudulent conveyance conveyances or fraudulent transfertransfers, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 27 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)27, or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 27 shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, 27 constitutes and this Section 2(j) 27 shall be deemed to constitute, constitute a “"keepwell, support, support or other agreement” " for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Party to guaranty and otherwise honor all Obligations of its obligations under this Section 2 in respect of Secured Obligations under Specified Swap Obligations Agreements (providedprovided that, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2.9 or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.9 shall remain in full force and effect until payment in full Discharge of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.9 constitute, and this Section 2(j) 2.9 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Guarantied Obligations in respect of Swap Obligations (provided, howeverthat, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred hereunder without rendering its obligations under this Section 2(j)Section2.4, or otherwise under the Loan Documents, voidable under applicable law relating to voidable transfers, fraudulent conveyance conveyances or fraudulent transfertransfers, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.Act.3.Waivers, Authorizations and Acknowledgements

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by the Company and each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each ‑49‑ Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 9.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of the Company and each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Domestic Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Specified Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 31 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 31 or otherwise under the Loan Documents, this Guaranty voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 31 shall remain in full force and effect until payment a discharge of such Qualified ECP Guarantor’s Guaranteed Obligations in full of accordance with the Guarantied Obligationsterms hereof and the other Loan Documents. Each Qualified ECP Guarantor intends that this Section 2(j) 31 constitute, and this Section 2(j) 31 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.​

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 7.11 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)7.11, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment Swap Obligations have been paid in full of the Guarantied Obligationsfull. Each Qualified ECP Guarantor intends that this Section 2(j) 7.11 constitute, and this Section 2(j) 7.11 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under the guaranty given hereby in respect of the Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 4.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)4.08, or otherwise under the Loan Documentsguaranty given hereby, voidable under applicable law Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 4.08 shall remain in full force and effect until payment in full the termination of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(jCommitments and the repayment, satisfaction or discharge of all other Obligations (other than (i) constitutecontingent indemnification obligations as to which no claim has been asserted, (ii) Obligations described in clauses (b) and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II(c) of the Commodity Exchange Act.definition thereof and (iii) any 130 1010279941v18

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j2(m) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j2(m), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j2(m) constitute, and this Section 2(j2(m) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations guaranteed hereunder (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)9, or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 9 shall remain in full force and effect until payment in full of the Guarantied ObligationsObligations guaranteed hereunder. Each Qualified ECP Guarantor intends that this Section 2(j) 9 constitute, and this Section 2(j) 9 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by the Company and each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)Section, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment discharged in full of the Guarantied Obligationsaccordance with Section 9.3. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of the Company and each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.)

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Loan Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.20 for the maximum amount of such liability that can be hereby incurred incurred, without rendering its obligations under this Section 2(j)3.20, or otherwise under the this Loan DocumentsGuaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment in full of the Guarantied ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 2(j) 3.20 constitute, and this Section 2(j) 3.20 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Loan Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.08 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2.08, or otherwise under the Loan Documentsthis Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.08 shall remain in full force and effect until payment in full of the Guarantied ObligationsTermination Date. Each Qualified ECP Guarantor intends that this Section 2(j) 2.08 constitute, and this Section 2(j) 2.08 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Subsidiary Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Section 3 in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.10 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)3.10, or otherwise under the Loan Documentsthis Section 3, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 3.10 shall remain in full force and effect until payment in full the obligations of the Guarantied ObligationsSubsidiary Guarantors under this Section 3 have been discharged. Each Qualified ECP Guarantor intends that this Section 2(j) 3.10 constitute, and this Section 2(j) 3.10 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Subsidiary Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally unconditionally, and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Party to guaranty and otherwise honor all Obligations of its obligations under the Guarantee in respect of any Swap Obligations Obligation (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)2, or otherwise under the Loan DocumentsGuarantee, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2 shall remain in full force and effect until the payment in full and discharge of the Guarantied Secured Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2 constitute, and this Section 2(j) 2 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2(j) shall remain in full force and effect until payment in full of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Grantor which is a Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Secured Obligations in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor such Grantor shall only be liable under this Section 2(j) 8.20 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)8.20, or otherwise under the Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Grantor which is a Qualified ECP Guarantor under this Section 8.20 shall remain in full force and effect until payment in full of the Guarantied Secured Obligations. Each Grantor which is a Qualified ECP Guarantor intends that this Section 2(j) 8.20 constitute, and this Section 2(j) 8.20 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Guarantor to guaranty and otherwise honor all Obligations of its obligations under this Guaranty in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 3.15 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)3.15, or otherwise under the Loan Documentsthis Guaranty, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until the payment in full of the Guarantied Guaranteed Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 3.15 constitute, and this Section 2(j) 3.15 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Guarantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under this First Lien Collateral Agreement in respect of Swap Obligations (provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 7.17 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)7.17, or otherwise under the Loan Documentsthis First Lien Collateral Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until the payment in full of the Guarantied all Secured Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 7.17 constitute, and this Section 2(j) 7.17 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.”

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Grantor Loan Party to guaranty and otherwise honor all Obligations of its obligations under this Agreement in respect of Secured Obligations under Specified Swap Obligations Agreements (provided, however, provided that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 2.8 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j), 2.8 or otherwise under the Loan Documentsthis Agreement, voidable under applicable law Requirements of Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section 2.8 shall remain in full force and effect until payment in full the Discharge of the Guarantied Obligations. Each Qualified ECP Guarantor intends that this Section 2(j) 2.8 constitute, and this Section 2(j) 2.8 shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.,

Keepwell. Each Qualified ECP Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed by each other Guarantor from time to time by each other Grantor to guaranty and otherwise honor all Obligations of its obligations under its Guaranty in respect of Swap Obligations (Obligations; provided, however, that each Qualified ECP Guarantor shall only be liable under this Section 2(j) 10.9 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 2(j)10.9, or otherwise under the Loan Documentsits Guaranty, voidable under applicable law Applicable Law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Guarantor under this Section shall remain in full force and effect until payment the Obligations have been paid and performed in full of the Guarantied Obligations(other than unasserted contingent indemnification liabilities). Each Qualified ECP Guarantor intends that this Section 2(j) to constitute, and this Section 2(j) shall be deemed to constitute, a “keepwell, support, or other agreement” for the benefit of each other Grantor Group Company for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.