Common use of L/C Commitment Clause in Contracts

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company on any Business Day on and after the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, in such form as may be approved from time to time by the Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender of a Class, in reliance on the agreements of the other Banks Revolving Lenders of such Class set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars under the Revolving Commitments of such Class for the account of the Company Borrower or any Guarantor on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations of both Classes taken together would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments of such Class would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated denominated, in dollars the case of the Dollar Revolving Commitments, in Dollars, or in the case of the Multicurrency Revolving Commitments, in Dollars or in any Agreed Foreign Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five three Business Days prior to the later of (A) the Original Revolving Termination Date (unless cash collateralized or backstopped, in each case in a manner agreed to by the Borrower and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the Issuing Lender); provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each U.S. Issuing BankLender, in reliance on the agreements of the other Banks U.S. L/C Participants set forth in Section 3.4(a3.10(a), agrees to issue documentary or standby letters of credit (“U.S. Letters of Credit”) in dollars for the account of the Company U.S. Borrower on any Business Day on and after during the Effective Date and until Revolving Commitment Period for the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, U.S. Revolving Facility in such form as may be approved from time to time by the such U.S. Issuing BankLender; provided that Barclays Bank PLC no U.S. Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any U.S. Letter of Credit if, after giving effect to such issuance, (i) the U.S. L/C Obligations would exceed the U.S. L/C Sub Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available U.S. Revolving Commitments of all U.S. Revolving Lenders would be less than zero; provided. On the Closing Date, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter the Existing Letters of Credit ifwill automatically, after giving effect without any action on the part of any Person, be deemed to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding be U.S. Letters of Credit issued by such Initial Issuing Bank hereunder for the account of the U.S. Borrower for all purposes of this Agreement and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000other Loan Documents. Each U.S. Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and issuance, (y) the date that which is five Business Days prior to the later of (A) the Original latest Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, of the U.S. Revolving Facility; provided that any U.S. Letter of Credit with a one-one year term may provide for the renewal thereof for additional one-one year periods (which shall in no event extend beyond the date referred to in clause (y) aboveabove or (z) below) and (z) unless the U.S. Borrower has made arrangements satisfactory to the U.S. Issuing Lender (including to cash collateralize the applicable portion of such U.S. Letter of Credit or provide an undertaking to maintain sufficient available Replacement Revolving Commitments), the earliest Revolving Termination Date of any U.S. Revolving Commitment then in effect.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrowers on any Business Day on Day, during the period from and after including the Effective Closing Date to the earlier of (v) the date that is 30 days prior to the Revolving Credit Termination Date and until (w) the termination of the Commitment of the Issuing Bank Revolving Credit Commitments in accordance with the terms hereof, in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, immediately after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter (iii) the Revolving Extensions of Credit if, after giving effect to of any Lender would exceed such issuance, the sum of Lender’s Revolving Credit Commitment or (xiv) the aggregate undrawn and unexpired amount L/C Obligations in respect of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Lender would exceed $100,000,000such Issuing Lender’s Fronting Cap. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). Unless otherwise agreed by the applicable Issuing Lender, Letters of Credit issued shall only be standby Letters of Credit.

L/C Commitment. (ai) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks set forth in Section 3.4(a2.04(d)(i), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company (provided that any such Letter of Credit may be for the benefit of any Subsidiary designated by the Company) on any Business Day on during the period from and after including the Effective Date and until to but not including the termination of date that is five Business Days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Termination Date in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC such Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Sublimit, (ii) the excess aggregate amount of the Total Commitment over Available Revolving Commitments would be less than zero or (iii) the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter in respect of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Lender would exceed the L/C Commitment of such Issuing Lender. No Issuing Lender (yother than an Affiliate of the Administrative Agent) shall permit any such issuance (or any renewal, extension or amendment of a Letter of Credit resulting in an increase in the aggregate amount of drawings any Letter of Credit) to occur without first obtaining written confirmation from the Administrative Agent that it is then permitted under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000this Agreement. Each Letter of Credit shall (i1) be denominated in dollars Dollars or any Alternative Currency and (ii2) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (the letters of credit issued on and after the Restatement Closing Date pursuant to this Section 3, together with all Existing Letters of Credit, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). All Existing Letters of Credit shall be deemed to have been issued pursuant hereto and from and after the Restatement Closing Date shall be subject to and governed by the terms and conditions hereof and shall constitute “Letters of Credit” for all purposes of this Agreement.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a5.4(a), agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company relevant Borrower on any Business Day on and after from the Effective Closing Date and until the termination of date that is ten Business Days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Maturity Date in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess aggregate amount of the Total Commitment over Utilized Revolving Commitments would be greater than the Revolving Loan Commitments or (iii) unless the applicable Issuing Lender shall otherwise consent hereto, the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial JPMCB or Barclays Bank PLC, each as Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Lender, would exceed $100,000,00050% of the L/C Commitment. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) have a face amount of at least $1,000,000 (unless otherwise agreed by the Issuing Lender) and expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Maturity Date; provided, that, if one or more Letters of Credit shall at any time have an expiry date that is later than the Maturity Date, the relevant Borrower shall, not later than (i) five days preceding the Maturity Date, deposit in a cash collateral account established with the Administrative Agent, on terms and conditions satisfactory to the Administrative Agent, an amount equal to the L/C Obligations with respect to such Letters of Credit, if the relevant Borrower's senior unsecured long-term, non-credit enhanced debt rating in effect is at least BBB- as published by S&P and is at least Baa3 as published by Xxxxx'x or (ii) fifteen days preceding the Maturity Date, deposit in a cash collateral account established with the Administrative Agent an amount equal to the L/C Obligations with respect to such Letters of Credit if the relevant Borrower's senior unsecured long-term, non-credit enhanced debt rating in effect is lower than BBB- as published by S&P or is lower than Baa3 as published by Xxxxx'x; provided, further, that the obligations under this Section 5 in respect of such Letters of Credit of (Ai) the Original Termination Borrowers shall survive the Maturity Date and (B) if any Commitments are extended pursuant to Section 2.25, shall remain in effect until no such extended termination date as determined pursuant to Section 2.25, provided that any Letter Letters of Credit with a one-year term may provide remain outstanding and (ii) each Lender shall be reinstated, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the Borrowers by the Issuing Bank after the Maturity Date. Amounts held in such cash collateral account shall be held and applied by the Administrative Agent in the manner and for the renewal thereof for additional one-year periods (which shall purposes set forth in no event extend beyond the date referred to in clause (y) aboveSection 10.2(c).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a)3.3, agrees to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of the Company Borrower or any of its Subsidiaries and to amend or extend Letters of Credit previously issued by it, in accordance with Section 3.2(b), on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to one year after the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which it being understood that in the event the expiry date of any requested Letter of Credit would occur after the Revolving Credit Termination Date, all L/C Obligations in respect of such Letters of Credit shall be Cash Collateralized no later than one month prior to the Revolving Credit Termination Date in no event extend beyond accordance with Section 2.23) as set forth in Section 3.2(c). All Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the date referred Closing Date shall be subject to in clause (y) above)and governed by the terms and conditions hereof.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees agrees, in the case of Credit Suisse AG, to continue under this Agreement for the account of the Borrower the Existing Letters of Credit issued by it until the expiration or earlier termination thereof and, in the case of each other Issuing Lender, to issue letters of credit (the letters of credit issued on and after the Closing Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) in dollars under the Revolving Commitments for the account of the Company Borrower or any Guarantor on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total any Revolving Lender’s Available Revolving Commitment over or the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or any Permitted Foreign Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five three Business Days prior to the later of (A) the Original Revolving Termination Date (unless cash collateralized or backstopped, in each case in a manner agreed to by the Borrower and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the Issuing Lender); provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower (and on behalf of the Borrower or any of its Subsidiaries or Joint Ventures) on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such customary form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall be obligated to issue commercial (as opposed to standby) Letters of Credit hereunder; provided further that an Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated with respect to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Lender then outstanding would exceed its L/C Commitment then in effect (yin the case of this clause (i), without the consent of such Issuing Lender), (ii) the L/C Obligations would exceed the aggregate L/C Commitments then in effect, (iii) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 the Available Commitments would exceed $100,000,000be less than zero or (iv) the Availability would be less than zero. Each Letter of Credit shall (iA) be denominated in dollars Dollars and (iiB) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to 364 days after the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that (I) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)) and (II) at least 60 days prior to the Termination Date, Borrower shall, to the extent of the balance, replace outstanding Letters of Credit and/or deposit an amount equal to the Minimum Collateral Amount in cash in a cash collateral account established with the Administrative Agent for the benefit of the Lenders on terms and conditions reasonably satisfactory to the Administrative Agent. The Borrower hereby acknowledges that the issuance of Letters of Credit for the account of a Subsidiary or Joint Venture inures to the benefit of the Borrower and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiary or joint venture.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Applicable Issuing BankParty, in reliance on the agreements of the other Banks Lenders set forth in Section Sections 3.4(a) and 3.8(b), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrowers on any Business Day on and after the Effective Date and until the termination of during the Commitment Period (i) in the case of the Issuing Bank in accordance with the terms hereofFronted Letters of Credit, in such form as may be approved from time to time by such Issuing Lender in an aggregate face amount not to exceed at any one time outstanding such Issuing Lender’s Fronted L/C Commitment and (ii) in the Issuing Bankcase of Several Letters of Credit, substantially in the form of Exhibit L; provided that Barclays Bank PLC such Applicable Issuing Party shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters the Available Commitments would be less than zero and, provided, further, that, if any Issuing Lender shall issue any Fronted Letter of Credit issued by such Initial Issuing Bank and (y) that results in the aggregate amount of drawings under Letters the Available Commitments being less than zero without having received prior written confirmation from the Administrative Agent that the issuance of such Fronted Letter of Credit would not result in the aggregate amount of the Available Commitments being less than zero, the provisions of Section 3.4 shall be applicable to such Fronted Letter of Credit only to the extent of the portion thereof (the “Participated Portion”) that, if such Fronted Letter of Credit had been issued in an amount equal to the Participated Portion, would not have resulted in the aggregate amount of the Available Commitment being less than zero and the portion of such Fronted Letter of Credit (and any related Reimbursement Obligations) that does not constitute the Participated Portion shall be subject and subordinate in right of payment and as to priority of the security provided by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000the Collateral to all other Obligations. Each Letter of Credit shall (i) be denominated in dollars Dollars or Pounds Sterling and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof at the option of the applicable Borrower for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above), so long as the Issuing Lender of such Letter of Credit has the right to refuse to extend such Letter of Credit if at the time of such refusal the applicable Borrower would be unable to satisfy the conditions set forth in Section 5.2; provided further that any Secured Letter of Credit may have an expiration date up to 364 days after the Termination Date.

L/C Commitment. (a) Subject Each Issuing Lender will issue standby and commercial letters of credit from time to time denominated in Dollars and/or in one or more Offshore Currencies before the Revolving Maturity Date, in each case containing such terms and conditions hereofas are permitted by this Agreement and are reasonably satisfactory to the applicable Issuing Lender and the Company, each Issuing Bank, in reliance on at the agreements request of the other Banks set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars and for the account of the Company on any Business Day on and after (or jointly for the Effective Date and until the termination account of the Commitment of the Issuing Bank in accordance with the terms hereof, in such form as may be approved Company and any Subsidiary) from time to time by before the Issuing Bankdate which is 30 days prior to the scheduled Revolving Maturity Date; and (b) as more fully set forth in Section 2.3.2, each Lender agrees to purchase a participation in each such Letter of Credit; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit ifthat, after giving effect to such issuancethe issuance of each Letter of Credit, (i) the L/C Obligations would aggregate Stated Amount of all Letters of Credit shall not exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum lesser of (x) $100,000,000 and (y) the aggregate undrawn and unexpired amount Revolving Commitment (the “L/C Sublimit”), (ii) unless otherwise agreed by an individual Issuing Lender (in its sole discretion), the Stated Amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank Lender shall not exceed such Issuing Lender’s L/C Commitment, (iii) the sum of the aggregate outstanding Dollar Equivalent amount of all Offshore Currency Loans plus the Stated Amount of all Letters of Credit denominated in an Offshore Currency shall not exceed the Offshore Currency Sublimit, (iv) each Revolving Lender’s Revolving Credit Exposure shall not exceed such Revolving Lender’s Revolving Commitment; and (yv) the aggregate amount of drawings under Letters of Revolving Credit issued by such Initial Issuing Bank that have Exposure shall not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)aggregate Revolving Commitment.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrowers and other Restricted Subsidiaries on any Business Day on Day, during the period from and after including the Effective Closing Date to the earlier of (v) the date that is 10 days prior to the Revolving Credit Maturity Date and until (w) the termination of the Commitment of the Issuing Bank Revolving Credit Commitments in accordance with the terms hereof, in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, immediately after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters the Available Revolving Credit Commitments would be less than zero or (iii) the Revolving Extensions of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 of any Lender would exceed $100,000,000such Lender’s Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in dollars Dollars or any Designated Alternative Currency and (ii) unless the applicable Issuing Lender otherwise agree in its sole discretion, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Revolving Credit Maturity Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event not (absent the consent of the applicable Issuing Lender to the contrary) extend beyond the date referred to in clause (y) above). Letters of Credit may be standby Letters of Credit or trade Letters of Credit, as specified in the applicable Application.

L/C Commitment. (a) Subject to On the terms and subject to the conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Loan Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (the letters of credit issued on or after the Effective Date pursuant to this Section 3, collectively, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and or after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal extension of the expiry date thereof for additional one-year periods (periods, which shall in no event not extend beyond the date referred to in clause (y) above); provided further that any Letter of Credit may be extended until up to the twelve month anniversary of the Termination Date if the Borrower has, at least five Business Days prior to the Termination Date, delivered Cash Collateral with respect to such Letter of Credit to the Issuing Lender in an amount equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrowers or (so long as the Parent Borrower is a co-applicant with respect to any such Letter of Credit any of its Restricted Subsidiaries (other than an Additional Borrower)) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations (including the Dollar Equivalent of any L/C Obligations outstanding in any currency other than Dollars) would exceed the L/C Commitment or or, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount in respect of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Lender would exceed such Issuing Lender’s Issuing Lender Commitment or (yiii) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 the Available Revolving Commitments would exceed $100,000,000be less than zero. Each Letter of Credit shall (i) be denominated in dollars Dollars or another L/C Foreign Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Maturity Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrowers on any Business Day on Day, during the period from and after including the Effective Original Closing Date to the earlier of (v) the date that is 30 days prior to the Revolving Credit Termination Date and until (w) the termination of the Commitment of the Issuing Bank Revolving Credit Commitments in accordance with the terms hereof, in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, immediately after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters the Available Revolving Credit Commitments would be less than zero or (iii) the Revolving Extensions of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 of any Lender would exceed $100,000,000such Lender’s Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). Letters of Credit may be standby Letters of Credit or trade Letters of Credit, as specified in the applicable Application; provided, that Credit Suisse AG, as Issuing Lender, shall not be obligated to issue trade Letters of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue standby and/or trade letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower (provided that any Letter of Credit may be for the benefit of Holdings or any other Group Member) on any Business Day on and after prior to the Effective Date and until the termination end of the Revolving Commitment of the Issuing Bank Period in accordance with the terms hereof, in such form as may be approved from time to time by the Issuing BankDollars; provided that Barclays Bank PLC neither the Administrative Agent or any of its Affiliates shall have no any obligation to issue commercial trade Letters of Credit hereunder; and provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) (x) the L/C Obligations would exceed the aggregate L/C Commitment Commitments of all Issuing Lenders or (iiy) unless the excess of the Total Commitment over applicable Issuing Lender consents, the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount in respect of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Lender exceed such Issuing Lender’s L/C Commitment, (yii) the aggregate amount of drawings under Letters the Available Revolving Commitments would be less than zero or (iii) the Available Revolving Commitment of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 any Revolving Lender would exceed $100,000,000be less than zero. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance unless otherwise agreed by the Issuing Lender in its sole discretion and (y) the date that is five Business Days prior to the later of (A) Revolving Termination Date; provided that, if requested by the Original Termination Date Borrower and (B) if any Commitments are extended pursuant to Section 2.25accepted by the applicable Issuing Lender in its sole and absolute discretion, such extended termination date as determined pursuant to Section 2.25, provided that any a Letter of Credit with a one-year term issued by such Issuing Lender may provide for the renewal thereof for additional one-one year periods containing an expiry date of more than twelve months after the date of issuance (which shall in no event extend beyond the date referred to in clause (y) aboveabove (unless, at least five Business Days prior to the notice period for the then current expiry date, such Borrower shall Cash Collateralize the L/C Obligations with respect to such Letter of Credit in an amount not less than the Minimum Collateral Amount applicable to such Letter of Credit)); provided, however, that (1) any such Letter of Credit shall permit such Issuing Lender to prevent any such renewal at least once in each twelve month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof (the “Nonrenewal Notice”) not later than a number of days in each such twelve month period to be agreed upon at the time such Letter of Credit is issued, (2) such Issuing Lender shall not (x) permit any such renewal if such Issuing Lender has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in its renewed form under the terms hereof (by reason of the provisions of Section 3.1(b) or otherwise) or (y) be obligated to permit such renewal if it has received notice (which may be in writing or by telephone (if immediately confirmed in writing)) on or before the day that is seven Business Days before the date of the Nonrenewal Notice from the Administrative Agent, the Majority Facility Lenders in respect of the Revolving Facility or the Borrower that one or more of the applicable conditions set forth in Section 5.2 is not then satisfied and, in each such case, directing such Issuing Lender not to permit such renewal.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of the Company Borrowers on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Credit Maturity Date in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the L/C Commitment or (iib) the excess of outstanding Aggregate Revolving Credit Obligations would exceed the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum lesser of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Revolving Credit issued by such Initial Issuing Bank Commitment and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000Borrowing Base. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $25,000, (ii) be issued to support obligations of any Borrower or any of their Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the earlier of (xA) one year from the first anniversary of its date of issuance and of such Letter of Credit (y) subject to automatic renewals of Letters of Credit issued by Xxxxx Fargo Bank so long as such renewal periods terminate no later than the date that is five fifth Business Days Day prior to the later of (ARevolving Credit Maturity Date) the Original Termination Date and (B) if any Commitments are extended pursuant the fifth Business Day prior to Section 2.25the Revolving Credit Maturity Date and (iv) be subject to the ISP or Uniform Customs , such extended termination date as set forth in the applicable Application or as determined pursuant by the Issuing Lender and, to Section 2.25the extent not inconsistent therewith, provided that any Letter the laws of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)State of North Carolina.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue documentary or standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Availability Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall or a longer period if agreed to by the Issuing Lender but in no event shall any renewal period extend beyond the date referred to in clause (y) above), unless the Issuing Lender elects, in its sole discretion, not to extend for any such additional period; provided, further, that any Letter of Credit that expires after the Revolving Termination Date shall be Cash Collateralized. Each Letter of Credit shall be governed by laws of the State of New York (unless the laws of another jurisdiction is agreed to by the respective Issuing Lender) and governed under The International Standby Practices (ISP98).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower or the Subsidiaries listed on Schedule 3.1 (as such schedule may be updated from time to time to the satisfaction of the Issuing Lender), and to amend or extend Letters of Credit previously issued by it, on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess L/C Obligations in respect of Letters of Credit issued by the Total Commitment over Issuing Lender would exceed the Issuing Lender’s L/C Sublimit or (iii) the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above); provided further, that in the event any such Letter of Credit is renewed beyond the date referred to in clause (y) above, such Letter of Credit shall be cash collateralized or otherwise credit supported to the reasonable satisfaction of the Administrative Agent and the Issuing Lender on or prior to the date that is five Business Days prior to the Revolving Termination Date.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a2.8(a), agrees to issue standby or trade letters of credit, bank guaranties or other similar forms of credit issued by such Issuing Lender (together with any Designated Letters of Credit, “Letters of Credit”) in dollars for the account of the Company any Borrower on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess Outstanding Extensions of Credit of any Lender would exceed such Lender’s Commitment, (iii) the sum of the Total Commitment over Outstanding Extensions of Credit would exceed the aggregate amount of Loans Total Commitments. No Foreign Borrower shall request and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank Lender shall at any time be obligated to issue any Letter of Credit for the account of such Foreign Borrower if, after giving effect to issuing such issuanceLetter of Credit, the sum of (x) the aggregate undrawn and unexpired amount Foreign Borrower Exposure of all Foreign Borrowers shall exceed the Aggregate Foreign Sublimit then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000in effect. Each Letter of Credit shall (i) be denominated in dollars Dollars or a Foreign Currency, (ii) have a face amount of at least $10,000 or the Foreign Currency Equivalent thereof (unless otherwise agreed by the relevant Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks L/C Participants set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day Day, at any time and from time to time on and after the Effective Date date hereof and until the earlier of the Maturity Date and the date of termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Commitments in such form as may be approved from time to time by the relevant Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter Letters of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment $50,000,000 or (ii) the excess Total Extensions of Credit would exceed the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000Commitments. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Maturity Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25then in effect, provided that any Letter of Credit with a one-year term may may, at the option of the Borrower, provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). Any Letter of Credit that extends beyond the date five Business Days prior to the Maturity Date then in effect shall be cash collateralized on such date in a manner satisfactory to the relevant Issuing Bank, and if the aggregate undrawn and unexpired amount under Letters of Credit outstanding as of the date five Business Days prior to a date on which the Total Commitments shall be reduced as a result of certain Banks not having extended their Commitments pursuant to Section 2.12 shall exceed the Total Commitments after giving effect to such reduction, such excess shall be cash collateralized on such date in a manner satisfactory to the relevant Issuing Banks.

L/C Commitment. (a) From and after the Effective Date, each Existing Letter of Credit shall, subject to the terms and conditions hereof, constitute a Letter of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit (the letters of credit issued on and after the Effective Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and or after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue issue, amend, extend or renew any Letter of Credit (and no Existing Letter of Credit may become a Letter of Credit hereunder) if, after giving effect to such issuance, amendment, extension or renewal (or to the transfer of such Existing Letter of Credit hereunder, as the case may be), (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any (iii) if the purpose of such Letter of Credit if, after giving effect to such issuanceis energy procurement, the sum of (x) the aggregate undrawn and unexpired outstanding amount of all then outstanding L/C Obligations in respect of Letters of Credit issued by for energy procurement purposes would exceed the Procurement L/C Facility Limit or (iv) subject to Section 10.1, if such Initial Issuing Bank and (y) Letter of Credit is a Non-Procurement Letter of Credit, the aggregate outstanding amount of drawings under L/C Obligations in respect of Non-Procurement Letters of Credit (A) plus the aggregate outstanding amount of L/C Obligations in respect of Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 for energy procurement purposes would exceed $100,000,000the L/C Commitment or (B) plus the aggregate outstanding principal amount of all Loans would exceed the Non-Procurement Facility Limit. The Administrative Agent, the Issuing Lenders and the Lenders shall be entitled to rely conclusively on the Borrower’s statements in determining whether the limitation set forth in clauses (iii) and (iv) of the preceding sentence are satisfied; and the Administrative Agent, the Issuing Lenders and the Lenders shall not be required to maintain any records with respect to whether or not the Procurement L/C Facility Limit is exceeded at any time. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year oneyear term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), Lender agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower (or, with the consent of the Lenders, any Loan Party) on any Business Day on and after during the Effective Date and until the termination Letter of the Commitment of the Issuing Bank in accordance with the terms hereof, Credit Availability Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, (1) after giving effect to such issuance, the L/C Exposure would exceed the Total L/C Commitments at such time, (2) after giving effect to such issuance, the sum of the L/C Exposure and the outstanding Revolving Loans would exceed the Available Revolving Commitment at such time, or (x3) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued Issuing Lender has been notified in writing at least one Business Day prior to the issuance thereof by Administrative Agent or a Revolving Lender that the funding conditions set forth in Section 5.2 cannot be satisfied at such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000time. Each Letter of Credit shall shall, unless agreed by the Lenders, (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Letter of Credit Maturity Date; provided that Letters of Credit may have termination dates that occur later than five Business Days prior to the Letter of Credit Maturity Date to the extent the Borrower shall have (Ai) Cash Collateralized such Letter of Credit in an amount equal to at least 105% of the Original Termination Date stated amount of such Letter of Credit or (ii) delivered to the Administrative Agent a letter of credit issued for its benefit in a stated amount equal to at least 105% of the stated amount of such Letter of Credit and (B) if any Commitments are extended pursuant having terms and conditions, and issued by an issuer, reasonably satisfactory to Section 2.25, such extended termination date as determined pursuant to Section 2.25the Administrative Agent, provided further that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“standby and commercial Letters of Credit”) in dollars Credit for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Credit Maturity Date in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the L/C Commitment or (iib) the excess aggregate principal amount of outstanding Revolving Credit Loans, plus the Total Commitment over aggregate principal amount of outstanding Swingline Loans, plus the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000the Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $100,000, (ii) be a standby or commercial letter of credit issued to support obligations of the Credit Parties and their Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date no later than the earlier of (xA) five (5) Business Days prior to the first anniversary of Revolving Credit Maturity Date and (B) one year after its date of issuance and (yiv) the date that is five Business Days prior be subject to the later Uniform Customs and/or ISP98, as set forth in the Letter of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date Credit Application or as determined pursuant by the Issuing Lender and, to Section 2.25the extent not inconsistent therewith, provided that the laws of the State of New York. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to “issue” and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any existing Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, and, except as provided in the following sentence, (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and or (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). The Issuing Lender agrees to issue Letters of Credit with an expiration date later than the date specified in the preceding sentence if, upon the issuance of such Letter of Credit, such Letter of Credit is cash collateralized in the amount that would be required under Section 11.14(b) to deem such Letter of Credit not outstanding, except that until the Loans, the Reimbursement Obligations and the other Obligations under the Loan Documents are paid in full, the Commitments have been terminated and no other Letters of Credit shall be outstanding, such cash collateral shall be subject to the rights of each other Lender under Section 11.7. The Letters of Credit listed on Schedule 3.7, issued by the financial institutions indicated on said Schedule and outstanding on the Closing Date, shall be deemed to be issued hereunder as “Letters of Credit” and shall be subject to all of the provisions of this Agreement applicable to Letters of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Master Issuer or its designee on any Business Day during the period commencing on and after the Effective Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2021-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2021-1 Class A-1 Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Master Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Master Issuer in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date and (y) above)such arrangement is satisfactory to the L/C Provider in its sole and absolute discretion. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a)5.4, agrees to issue letters of credit (“Letters each a "Letter of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until the termination of date that is ten Business Days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Maturity Date in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 L/C Obligations would exceed $100,000,000the L/C Commitment. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $1,000,000 (unless otherwise agreed by the applicable Issuing Lender) and (iiz) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Maturity Date; provided, that, if one or more Letters of Credit shall at any time have an expiry date that is later than five Business Days prior to the Maturity Date, the Borrower shall, not later than (i) five Business Days preceding the Maturity Date, deposit in a cash collateral account established with the Administrative Agent, on terms and conditions satisfactory to the Administrative Agent, an amount equal to the L/C Obligations with respect to such Letters of Credit, if the Borrower's senior unsecured long-term, non-credit enhanced debt rating in effect is at least BBB- as published by S&P and is at least Baa3 as published by Xxxxx'x or (ii) fifteen days preceding the Maturity Date, deposit in a cash collateral account established with the Administrative Agent an amount equal to the L/C Obligations with respect to such Letters of Credit if the Borrower's senior unsecured long-term, non-credit enhanced debt rating in effect is lower than BBB- as published by S&P or is lower than Baa3 as published by Xxxxx'x; provided, further, that the obligations under this Section 5 in respect of such Letters of Credit of (Ai) the Original Termination Borrower shall survive the Maturity Date and (B) if any Commitments are extended pursuant to Section 2.25, shall remain in effect until no such extended termination date as determined pursuant to Section 2.25, provided that any Letter Letters of Credit with a one-year term may provide remain outstanding and (ii) each Lender shall be reinstated, to the extent any such cash collateral, the application thereof or reimbursement in respect thereof is required to be returned to the Borrower by the applicable Issuing Bank after the Maturity Date. Amounts held in such cash collateral account shall be held and applied by the Administrative Agent in the manner and for the renewal thereof for additional one-year periods (which shall purposes set forth in no event extend beyond the date referred to in clause (y) aboveSection 10.2(c).

L/C Commitment. (a) Subject to the terms and conditions hereof, (i) each Issuing BankLender which is a Lender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by such Issuing Lender and (ii) in the event the Issuing BankLender is not a Lender, the Administrative Agent, in reliance on the agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to cause Letters of Credit to be issued by an Issuing Lender for the account of the Borrower on any Business Day during the Revolving Credit Commitment Period in such form as may be approved from time to time by such Issuing Lender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no nor shall any Issuing Bank shall Lender issue any Letter of Credit and the Administrative Agent shall not have any obligation to and shall not cause any Letter of Credit to be issued if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower and the Co-Borrower, as the case may be, on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of zero or (xiii) the aggregate undrawn and unexpired outstanding amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 it would exceed $100,000,00010,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or another Acceptable Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date; provided that (1) any Letter of Credit may have an expiry date later of than the date referred to in clause (Ay) above if no later than the Original 30th day prior to the Revolving Termination Date (or for any Letters of Credit issued after such date, the date of issuance), the Borrower shall deposit in a cash collateral account opened by the Administrative Agent an amount equal to 105% of the aggregate then undrawn and unexpired amount of such Letters of Credit and (B2) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) aboveabove (or, as long as the requirements under clause (1) are satisfied, the first anniversary of the Revolving Termination Date)).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Credit Termination Date in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the L/C Commitment or Commitment, (iib) the excess Available Commitment of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding any Lender would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter or (c) the aggregate principal amount of Credit if, all outstanding Loans plus the aggregate outstanding amount of the L/C Obligations (after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Letter of Credit issued by being requested at such Initial Issuing Bank and (ytime) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000the Aggregate Commitment. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $500,000, (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, (iii) expire no later than one (1) year from the earlier of (x) the first anniversary of its date of issuance and thereof; provided, that in no case shall such expiration date be later than five (y5) the date that is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (Biv) if any Commitments are extended pursuant be subject to Section 2.25the Uniform Customs and/or ISP98, such extended termination date as set forth in the Application or as determined pursuant by the Issuing Lender and, to Section 2.25the extent not inconsistent therewith, provided that the laws of the State of North Carolina. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to “issue” and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any existing Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit; provided, however, that The Royal Bank of Scotland plc shall not be required to issue commercial letters of credit (the letters of credit issued pursuant to this Section 3, collectively, the “Letters of Credit”) in dollars ), for the account of the Company Borrower on any Business Day on and or after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue issue, amend, extend or renew any Letter of Credit if, after giving effect to such issuance, amendment, extension or renewal, (i) the aggregate amount of L/C Obligations owed by the Borrower to any Issuing Lender shall exceed the amount of such Issuing Lender’s L/C Pro Rata Share of the L/C Commitment (or such higher amount agreed upon in writing between the Borrower and such Issuing Lender), (ii) the L/C Obligations would exceed the L/C Commitment or and (iiiii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Co-Issuers on any Business Day during the period commencing on and after the Effective Series 2021-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2021-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2021-1 Class A-1 Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Co-Issuers and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five (5) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Co-Issuers in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. Additionally, each Interest Reserve Letter of Credit shall (1) name the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, as the beneficiary thereof; (2) allow the Trustee or the Control Party on its behalf to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit. Unless otherwise expressly agreed by the L/C Provider and the Co-Issuers when a Letter of Credit is issued and subject to applicable laws, the Letters of Credit shall be governed by and subject to ISP or the rules of the Uniform Customs and Practice for Documentary Credits, as published in its most recent version by the International Chamber of Commerce on the date any Letter of Credit is issued.

L/C Commitment. (a) Subject to the terms and conditions hereof, each (i) the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (such letters of credit, together with the Existing Letters of Credit, the “Letters of Credit”) in dollars for the account of the Company Borrower and to amend Letters of Credit previously issued by it in accordance with Section 3.2 below, on any Business Day on and after during the Effective period from the Closing Date and until the termination of date that is seven days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Termination Date in such form as may be approved from time to time by the Issuing BankLender and (ii) the Revolving Lenders severally agree to participate in Letters of Credit issued for the amount of the Borrower and any drawings thereunder (each Revolving Lender, an “L/C Participant”; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue or amend any Letter of Credit if, after giving effect to such issuanceissuance or amendment, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) have a face amount of at least $250,000 (unless otherwise agreed by the Issuing Lender) and (iii) unless the Issuing Lender otherwise consents in writing, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). All Existing Letters of Credit shall be deemed, from and after the Closing Date, to be outstanding as a Letter of Credit hereunder and governed by the terms and conditions hereof.

L/C Commitment. (a) From and after the Effective Date, each Existing Letter of Credit shall, subject to the terms and conditions hereof, constitute a Letter of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit (the letters of credit issued on and after the Effective Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and or after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue issue, amend, extend or renew any Letter of Credit (and no Existing Letter of Credit may become a Letter of Credit hereunder) if, after giving effect to such issuance, amendment, extension or renewal (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to (A) issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower (which Letters of Credit may be issued, subject to Section 8.8, for the account of the Borrower on behalf of its Subsidiaries) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be reasonably approved from time to time by the Issuing BankLender and to amend or renew Letters of Credit previously issued by it and (B) to honor conforming drafts under the Letters of Credit; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25Date; provided, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). Within the foregoing limits, and subject to the terms and conditions hereof, the Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrower may, during the Revolving Commitment Period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a2.8(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower or any Restricted Subsidiary on any Business Day on and after during the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, in such form Revolving Availability Period as may be approved from time to time by such Issuing Lender, with the Issuing Bankface amount of any outstanding Letters of Credit (and, without duplication, any unpaid drawing in respect thereof) reducing the Available Revolving Commitments on a Dollar-for-Dollar basis; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding such Issuing Lender’s Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or in an Alternate Currency, (ii) have a face amount of at least $100,000 (unless otherwise agreed by such Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance (unless otherwise agreed by the applicable Issuing Lender) and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date (unless cash collateralized or backstopped or otherwise supported, in each case in a manner agreed to by the Borrower and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the Issuing Lender); provided that any Letter of Credit with a one-year term may provide for automatic renewals and extensions pursuant to Section 2.6(b). Each Letter of Credit shall be governed by laws of the renewal thereof for additional one-year periods State of New York (which unless the laws of another jurisdiction is agreed to by the respective Issuing Lender). Notwithstanding anything herein to the contrary, no Issuing Lender shall in no event extend beyond the date referred have any obligation under this Agreement to in clause (y) above)issue a commercial letter of credit.

L/C Commitment. (c) (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (the letters of credit issued on and after the Restatement Closing Date pursuant to this Section 3, together with all Existing Letters of Credit, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). All Existing Letters of Credit shall be deemed to have been issued pursuant hereto and from and after the Restatement Closing Date shall be subject to and governed by the terms and conditions hereof and shall constitute “Letters of Credit” for all purposes of this Agreement.

L/C Commitment. (a) a. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a)5.4, agrees to issue letters of credit (“Letters each a "Letter of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until the termination of date that is ten Business Days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Maturity Date in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess aggregate amount of the Total Commitment over Utilized Commitments would be greater than the Loan Commitments or (iii) unless the applicable Issuing Lender shall otherwise consent thereto, the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Lender would exceed $100,000,00033⅓% of the L/C Commitment. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $1,000,000 (unless otherwise agreed by the Issuing Lender) and (iiz) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the issuance; provided, that, if one or more Letters of Credit shall at any time have an expiry date that is later than the Maturity Date, the Borrower shall, not later than (i) five Business Days prior days preceding the Maturity Date, deposit in a cash collateral account opened by the Administrative Agent an amount equal to the later aggregate then undrawn and unexpired amount of such Letters of Credit, if the Borrower's senior unsecured long-term, non-credit enhanced debt rating in effect is at least BBB- as published by S&P and is at least Baa3 as published by Xxxxx'x or (Aii) fifteen days preceding the Original Termination Date Maturity Date, deposit in a cash collateral account opened by the Administrative Agent an amount equal to the aggregate then undrawn and (B) if any Commitments are extended pursuant to Section 2.25, unexpired amount of such extended termination date as determined pursuant to Section 2.25, provided that any Letter Letters of Credit with a oneif the Borrower's senior unsecured long-year term may provide term, non-credit enhanced debt rating in effect is lower than BBB- as published by S&P or is lower than Baa3 as published by Xxxxx'x. Amounts held in such cash collateral account shall be held and applied by the Administrative Agent in the manner and for the renewal thereof for additional one-year periods (which shall purposes set forth in no event extend beyond the date referred to in clause (y) aboveSection 10.2(c).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks L/C Participants set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day Day, at any time and from time to time on and after the Effective Date date hereof and until the earlier of the Maturity Date and the date of termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Commitments in such form as may be approved from time to time by the relevant Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter Letters of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment $50,000,000 or (ii) the excess Total Extensions of Credit would exceed the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000Commitments. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Maturity Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25then in effect, provided that any Letter of Credit with a one-year term may may, at the option of the Borrower, provide for the renewal thereof for additional one-year periods (which shall shall, subject to the first proviso below, in no event extend beyond the date referred to in clause (y) above); provided that a Letter of Credit may extend beyond the date five Business Days prior to the Maturity Date then in effect if it shall be cash collateralized on such date in a manner satisfactory to the relevant Issuing Bank; provided further that if the aggregate undrawn and unexpired amount under Letters of Credit outstanding as of the date five Business Days prior to a date on which the Total Commitments shall be reduced as a result of certain Banks not having extended their Commitments pursuant to Section 2.12 shall exceed the Total Commitments after giving effect to such reduction, such excess shall be cash collateralized on such date in a manner satisfactory to the relevant Issuing Banks.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a2.8(a), agrees to issue standby or trade letters of credit, bank guaranties or other similar forms of credit issued by such Issuing Lender (together with any Designated Letters of Credit, “Letters of Credit”) in dollars for the account of the Company any Borrower on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess sum of the Total Commitment over Outstanding Extensions of Credit would exceed the aggregate amount of Loans Total Commitments. No Foreign Borrower shall request and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank Lender shall at any time be obligated to issue any Letter of Credit for the account of such Foreign Borrower if, after giving effect to issuing such issuanceLetter of Credit, the sum of (x) the aggregate undrawn and unexpired amount Foreign Borrower Exposure of all Foreign Borrowers shall exceed the Aggregate Foreign Sublimit then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000in effect. Each Letter of Credit shall (i) be denominated in dollars Dollars or a Foreign Currency, (ii) have a face amount of at least $10,000 or the Foreign Currency Equivalent thereof (unless otherwise agreed by the relevant Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Master Issuer or its designee on any Business Day during the period commencing on and after the Effective Series 2017-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2017-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2017-1 Class A-1 Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Master Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Master Issuer in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date and (y) above)such arrangement is satisfactory to the L/C Provider in its sole and absolute discretion. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, on its behalf, and (B) the Control Party as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture; and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- (i) each Issuing BankLender which is a Lender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any ----------------- Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by such Issuing Lender and (ii) in the event no Issuing BankLender is a Lender, the Administrative Agent, in reliance on the agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to cause Letters of Credit to be issued by an Issuing Lender for the account of the Borrower on any Business Day during the Revolving Credit Commitment Period in such form as may be approved from time to time by such Issuing Lender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no nor -------- shall any Issuing Bank shall Lender issue any Letter of Credit and the Administrative Agent shall not have any obligation to and shall not cause any Letter of Credit to be issued if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Scheduled Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided -------- that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Sublimit, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial (iii) the outstanding amount of the L/C Obligations of the applicable Issuing Bank shall at any time be obligated Lender (determined for such purpose without giving effect to issue any Letter the participations therein of Credit if, the L/C Participants pursuant to Section 3.4) would exceed such Issuing Lender’s L/C Commitment (unless such Issuing Lender has consented thereto) or (iv) after the occurrence and during the continuance of a Partial Trigger Event if after giving effect to such issuanceLetter of Credit, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Total Revolving Extensions of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000100,000,000 (provided that, this clause (iv) shall not be a condition precedent with respect to the issuance of any Letter of Credit to the extent that such Letter of Credit is Cash Collateralized concurrently with the issuance thereof in an amount not less than the Minimum Collateral Amount). Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above, except to the extent that the Issuing Lender has approved of such expiration date and the outstanding amount of L/C Obligations in respect of such requested Letter of Credit has been Cash Collateralized or backstopped pursuant to arrangements reasonably satisfactory to the Issuing Lender).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower and its Subsidiaries and with the Borrower as the applicant on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) its L/C Obligations would exceed its L/C Commitment, (ii) the aggregate amount of L/C Obligations would exceed the aggregate amount of L/C Commitment Commitments or (iiiii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or in any Designated Foreign Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).. (b) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any applicable Requirement of Law. 3.2

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until Revolving Availability Period substantially in the termination form of the Commitment of the Issuing Bank in accordance with the terms hereof, Exhibit M or in such other form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall or a longer period if agreed to by the Issuing Lender but in no event shall any renewal period extend beyond the date referred to in clause (y) above). Each Letter of Credit shall be denominated in Dollars, issued on a sight basis only and governed by laws of the State of New York (unless the laws of another jurisdiction is agreed to by the respective Issuing Lender) and governed under The International Standby Practices (ISP98).

L/C Commitment. (a) Prior to the Closing Date, the Existing Issuing Lender has issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit deemed issued for the account of the Borrower on the Closing Date hereunder. Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower and any of its Subsidiaries on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire have a term until expiry (or, if such Letter of Credit contemplates time drafts, a term through the maximum time draft period) ending no later than the earlier of (x) the first anniversary of its date of issuance (except with the consent of the Majority Facility Lenders in respect of the Revolving Facility) and (y) the date that is five Business Days prior to the later of (A) the Original Scheduled Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof thereof, with or without notice from the Issuing Lender, for additional one-successive periods of up to one year periods each (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject On or after the Acquisition Effective Date, subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.8(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars not to exceed the L/C Commitment for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, in such form Revolving Availability Period as may be approved from time to time by such Issuing Lender, with the Issuing Bankface amount of any outstanding Letters of Credit (and, without duplication, any unpaid L/C Disbursement in respect thereof) reducing the Available Revolving Commitments on a Dollar-for-Dollar basis by the Dollar Amount thereof; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding such Issuing Lender’s Available Revolving Commitments would be less than zero; provided, furtheror (iii) subject to Section 1.3 and 4.2(d), that no Initial Issuing Bank shall at such issuance would cause the Dollar Amount of any time be obligated Lender’s Revolving Credit Exposure and L/C Exposure, in each case denominated in Foreign Currencies, to issue any Letter of Credit if, after giving effect to such issuance, exceed the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000Foreign Currency Sublimit. Each Letter of Credit shall (i) be denominated in dollars an Agreed Currency and (ii) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).unless otherwise agreed

L/C Commitment. (a) Subject to the terms and conditions hereof, each the -------------- Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section subsection 3.4(a), agrees to issue letters of credit (“"Letters of ----------- Credit”") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the ------ Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall -------- issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of Total Aggregate Outstandings would exceed the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum lesser of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank Commitments and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not Borrowing Base then been reimbursed pursuant Section 3.5 would exceed $100,000,000in effect. Each Letter of Credit shall (i) be denominated in dollars Dollars and shall be either (x) a standby letter of credit issued to support obligations of the Borrower or any of its Additional Subsidiaries, contingent or otherwise, which finance the working capital and business needs of the Borrower and its Additional Subsidiaries incurred in the ordinary course of business (the "Standby Letters of Credit"), or (y) a ------------------------- commercial letter of credit in respect of the purchase of goods or services by the Borrower or any of its Additional Subsidiaries in the ordinary course of business (the "Commercial Letters of Credit"), (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five ---------------------------- Business Days prior to the later of (A) the Original Termination Date Date, and (Biii) if any Commitments are extended pursuant to Section 2.25, such extended termination expire no later than 365 days after its date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)issuance.

L/C Commitment. (a) Prior to the date hereof, the Issuing Bank -------------- issued various letters of credit on behalf of the Company. Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(asubsection 3.5(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company and its Designated Subsidiaries on any Business Day on and after the Effective Date and until the termination date which is five Business Days prior to the end of the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankBank (all such letters of credit outstanding on February 25, 1994 and all letters of credit issued thereafter under the Original Credit Agreement or to be issued hereunder, together with all extensions, renewals and replacements thereof, are herein collectively referred to as the "Letters of Credit"); provided that Barclays the Issuing Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of -------- Credit if at the time of the request for such issuance a Default exists or an Event of Default has occurred and is continuing or if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Available Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (Biii) if any Commitments are extended pursuant to Section 2.25, such extended termination expire no later than a date as determined pursuant to Section 2.25, provided that any one year after its issuance. Each Letter of Credit with a one-year term may provide (except for the renewal thereof previously issued Letters of Credit) shall be issued as credit support for additional one-year periods (which shall in no event extend beyond the date referred to in clause x) insurance and vendor financial obligations, (y) above)performance bonds issued on behalf of the Company or any Designated Subsidiary in its ordinary course of business or (z) other similar financial support for obligations of the Company.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks U.S.$ Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of any Borrower (other than the Company Canadian Borrower) (or, if a Letter of Credit is for the account of a Subsidiary that is not a Borrower, jointly for the account of a Borrower and such Subsidiary) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC (A) no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further(ii) in the case of a Letter of Credit to be issued in Euros, that (x) the aggregate principal amount of all Revolving Loans made in Euros, together with all L/C Obligations in such currency, would exceed Euro 20,000,000 or (y) the aggregate L/C Obligations denominated in Euros would exceed Euro 5,000,000, and (B) Bank of America, N.A. shall have no Initial Issuing Bank shall at any time be obligated obligation to issue any Letter of Credit if, after giving effect to such issuance, other than the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Existing Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000shall remain outstanding until their respective expiration dates. Each Letter of Credit shall (i) be denominated in dollars U.S. Dollars or Euros, as selected by the applicable Borrower, and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Prior to the Closing Date, the Existing Issuing Lender has issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (the letters of credit issued on and after the Closing Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue have any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated obligation to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of the Available Revolving Credit issued by Commitments at such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 time would exceed $100,000,000be less than zero. Each Letter of Credit shall (i) be denominated in dollars Dollars or in euro and (ii) except as otherwise provided in Annex B with respect to certain Existing Letters of Credit, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Scheduled Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above), and (ii) no Issuing Lender shall be under any obligation to issue a Letter of Credit (Euro) if the obligation of any Lender to make Revolving Credit Euro Loans is suspended at such time pursuant to Section 2.17 or Section 2.22.

L/C Commitment. (a) Prior to the Closing Date, the Existing Issuing Lenders have issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“the letters of credit issued on and after the Closing Date pursuant to this Section 3.1(a), together with the Existing Letters of Credit”, collectively, the "Letters of Credit") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations in respect of Letters of Credit issued by such Issuing Lender would exceed the L/C Commitment or of such Issuing Lender, (ii) the excess of the Total Commitment over L/C Obligations would exceed the aggregate amount of Loans and L/C Obligations Commitments then outstanding in effect or (iii) the aggregate amount of the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) except as otherwise specified in Schedule 1.1C with respect to certain Existing Letters of Credit, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), agrees Lexxxx xgrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower (or any other Group Member so long as the Borrower is the applicant on the applicable Application and such Group Member has furnished any documentation required by the Issuing Lender pursuant to “know-your-customer” or any internal requirements) on any Business Day on and after during the Effective Date and until the termination Letter of the Commitment of the Issuing Bank in accordance with the terms hereof, Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 L/C Exposure would exceed $100,000,000either the Total L/C Commitments or the Available Revolving Commitment at such time. Each Letter of Credit shall (i) be denominated in dollars Dollars or in an Alternative Currency (it being agreed that the Issuing Lender shall have no obligation to issue, renew or extend a Letter of Credit in an Alternative Currency if the Issuing Lender as of any date of determination does not issue Letters of Credit in such Alternative Currency), and (ii) unless otherwise agreed to by the Issuing Lender, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later Letter of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Credit Maturity Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) aboveabove unless the Issuing Lender otherwise agrees).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Master Issuer or its designee on any Business Day during the period commencing on and after the Effective Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2022-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2022-1 Class A-1 Notes Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Master Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Master Issuer in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date and (y) above)such arrangement is satisfactory to the L/C Provider in its sole and absolute discretion. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a2.8(a), agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess Total Revolving Extensions of Credit then outstanding would exceed (A) the Senior Debt Limit at such time or (B) the Borrowing Base then in effect, (iii) the Available Revolving Commitments of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding Lenders would be less than zero; providedthe greater of (A) zero or (B) the Unused Borrowing Base, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of or (iv) if (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Letter of Credit is requested to be issued by such Initial Issuing Bank on or after the Extension Date and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Outstanding 7-7/8% Note Amount shall be greater than $10,000,000, the Outstanding 7-7/8% Note Amount would exceed $100,000,000the lesser of (A) the Available Revolving Commitments of the Lenders and (B) the Unused Borrowing Base. Each Letter of Credit shall (i) be denominated in dollars Dollars, and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). All Letters of Credit outstanding under the Existing Credit Agreement as of the Closing Date shall be deemed to be issued and outstanding under this Agreement as of the Closing Date.

L/C Commitment. (a) Prior to the Closing Date, CIBC has issued the Existing U.S. Letters of Credit which, from and after the Closing Date, shall constitute U.S. Letters of Credit hereunder. Subject to the terms and conditions hereof, each the U.S. Issuing BankLender, in reliance on the agreements of the other Banks U.S. Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“U.S. Letters of Credit”, which term shall include the Existing U.S. Letters of Credit) in dollars for the account of the Company U.S. Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the U.S. Issuing BankLender; provided that Barclays Bank PLC the U.S. Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall not issue any U.S. Letter of Credit if, after giving effect to such issuance, (i) the U.S. L/C Obligations would exceed the U.S. L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available U.S. Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each U.S. Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any U.S. Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company any Co-Issuer or its designee on any Business Day during the period commencing on and after the Effective Series 2019-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment Commitment, or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2019-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2019-1 Class A-1 Notes Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Co-Issuers and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies each beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Co-Issuers in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) each beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until Revolving Availability Period substantially in the termination form of the Commitment of the Issuing Bank in accordance with the terms hereof, Exhibit L or in such other form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for 49 additional one-year periods (which shall or a longer period if agreed to by the Issuing Lender but in no event shall any renewal period extend beyond the date referred to in clause (y) above). Each Letter of Credit issued on a sight basis only and governed by laws of the State of New York (unless the laws of another jurisdiction is agreed to by the respective Issuing Lender) and governed under The International Standby Practices (ISP98).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of the Company US Borrower on any Business Day on and after from the Effective Closing Date and until to but not including the termination of fifth (5th) Business Day prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Maturity Date in such form as may be approved from time to time by the applicable Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall issue have any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated obligation to issue any Letter of Credit if, after giving effect to such issuance, based upon the Dollar Amount of all outstanding Loans and L/C Obligations, the aggregate amount of all outstanding L/C Obligations would exceed the lesser of (a) the L/C Commitment or (b) the Revolving Credit Commitment less the sum of (xA) during the Reserve Period, the Reserve Amount and (B) the aggregate undrawn and unexpired principal amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000Loans. Each Letter of Credit (other than the Existing Letters of Credit) shall (i) be denominated in dollars Dollars in a minimum amount of $30,000 or a lesser amount acceptable to the applicable Issuing Lender and the Administrative Agent, (ii) be a standby letter of credit or a trade letter of credit issued to support obligations of the US Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of 42 business, (iii) expire on a date no later than the earlier of (xA) the first anniversary of its date of issuance and five (y5) the date that is five Business Days prior to the later of (A) the Original Termination Maturity Date and (B) if any Commitments are extended pursuant one year after its date of issuance, and (iv) be subject to Section 2.25the Uniform Customs and/or ISP98, such extended termination date as set forth in the Letter of Credit Application or as determined pursuant by the applicable Issuing Lender and, to Section 2.25the extent not inconsistent therewith, provided that the laws of the State of New York. As of the Closing Date, each of the Existing Letters of Credit shall constitute, for all purposes of this Agreement and the other Loan Documents, a Letter of Credit issued and outstanding hereunder. No Issuing Lender shall at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause such Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to “issue” and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any existing Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe Administrative Agent, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees agrees, in its sole discretion, to arrange for the Issuing Bank to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of the Company Borrowers on any Business Day on and after from the Effective Closing Date and until through but not including five (5) Business Days prior to the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Maturity Date in such form as may be approved from time to time by the such Issuing Bank; provided provided, that Barclays Bank PLC the Administrative Agent shall have no obligation to issue commercial Letters arrange for the issuance of Credit hereunder; provided, further, that no Issuing Bank shall issue any such Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the L/C Commitment or Commitment, (iib) the excess aggregate principal amount of outstanding Revolving Credit Loans, plus any amounts remaining outstanding or unpaid with respect to the Total Commitment over Pre-Petition Obligations, plus the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, exceed the sum lesser of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Revolving Credit issued by such Initial Issuing Bank Commitment and (y) the aggregate Borrowing Base Amount, or (c) following the occurrence of an L/C Collateral Event, the L/C Cash Collateral as reflected in the L/C Cash Collateral Account is less than an amount equal to 105% of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000the L/C Obligations. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $5,000, (ii) be a standby or commercial letter of credit issued to support obligations of any Credit Party, contingent or otherwise, incurred in the ordinary course of business (including bid, performance, surety and similar bonds or obligations), (iii) expire on a date no more than six (6) months after the date of issuance or last renewal of such Letter of Credit (it being understood and agreed that such limitation shall not be construed to prohibit the issuance by such Issuing Bank of “evergreen” Letters of Credit providing for automatic extension for periods not exceeding one (1) month), which expiry date (including any such date that could automatically be extended pursuant to an “evergreen” provision contained in a Letter of Credit) shall be no later than the earlier of fifth (x5th) the first anniversary of its date of issuance and (y) the date that is five Business Days Day prior to the later date specified in clause (a) of (A) the Original Termination Date definition of the term “Maturity Date” and (Biv) if any Commitments are extended pursuant be subject to Section 2.25the Uniform Customs and/or ISP98, such extended termination date as set forth in the Letter of Credit Application or as determined pursuant by such Issuing Bank and, to Section 2.25the extent not inconsistent therewith, provided that the laws of the State of New York. The Administrative Agent shall not be obligated to arrange for the issuance of any Letter of Credit hereunder if such issuance would conflict with, or cause such Issuing Bank or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to “issue” and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any outstanding Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (collectively, “Letters of Credit”) in dollars for the account of the Company Borrower (or any Restricted Subsidiary, provided the Borrower is liable hereunder in respect of any such Letter of Credit) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be provided or approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, immediately after giving effect to such issuance, (i) the L/C Obligations would exceed the Total L/C Commitment or Limit, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero, or (iii) the L/C Exposure in respect of Letters of Credit issued by such Issuing Lender would exceed such Issuing Lender’s L/C Commitment; provided, further, that Barclays shall have no Initial Issuing Bank shall at any time be obligated obligation to issue any Letter of Credit if, after giving effect to such issuance, the sum that is not a standby letter of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000credit. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance issuance, unless the Issuing Lender otherwise agrees and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)) or (iv) except as otherwise agreed by the Administrative Agent and the Issuing Lender, such Letter of Credit is in an initial stated amount less than $10,000.

L/C Commitment. (a) Prior to the date hereof, the Existing Issuing Lender has issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (the letters of credit issued on and after the Closing Date pursuant to this Section 3, together with the Existing Letters of Credit collectively, “Letters of Credit”) in dollars for the account of the Company Borrower or any Subsidiary on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess provided further that Bank of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; providedAmerica, furtherN.A., that in its capacity as Issuing Lender, shall have no Initial Issuing Bank shall at any time be obligated obligation to issue any Letter of Credit ifCredit, if after giving effect to such issuance, the sum L/C obligations in respect of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and it would exceed $40,000,000) or (yii) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 the Available Commitments would exceed $100,000,000be less than zero. Each Letter of Credit shall (i) be denominated in dollars Dollars, or any other currency deemed acceptable by the Administrative Agent and the Issuing Lender, each in its sole discretion and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). In the case of any Letter of Credit denominated in any currency other than Dollars, it is understood and agreed that, for all purposes of this Agreement, the face amount and drawable amount thereof at the time of issuance, and the amount of any unreimbursed drawing in respect thereof at the end of each subsequent L/C Fee Payment Date or on any applicable date of measurement hereunder, shall be deemed to be the equivalent in Dollars of such amount at such time, in each case as reasonably determined by the Administrative Agent in a manner acceptable to the Administrative Agent, the Borrower and the Issuing Lender in respect of such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower and any of its Subsidiaries and Homebuilding Joint Ventures on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations (exclusive of unreimbursed drawings that are reimbursed on the date of, and prior to the issuance of, such Letter of Credit) would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero or (iii) the Borrowing Base Availability would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, (ii) have a face amount of at least $5,000 (unless otherwise agreed by the relevant Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior 364 days after to the later of Revolving Facility Termination Date, provided (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)) and (B) at least 90 days prior to the Revolving Facility Termination Date, Borrower shall, to the extent of the balance, replace outstanding Letters of Credit and/or deposit an amount equal to 100% of such balance in cash in a cash collateral account established with Administrative Agent for the benefit of the Lenders on terms and conditions satisfactory to Administrative Agent.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(asubsection 3.5(a), agrees to issue irrevocable standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and or after the Amendment Effective Date and until the termination date which is thirty-five (35) Business Days prior to the end of the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankBank (all such letters of credit outstanding on the date hereof and all letters of credit to be issued hereunder, together with all extensions, renewals and replacements thereof, are herein collectively referred to as the "Letters of Credit"); provided PROVIDED that Barclays the Issuing Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if at the time of such issuance a Default exists or an Event of Default has occurred and is continuing or if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) expire no later than the earlier of thirty (x30) the first anniversary of its date of issuance and (y) the date that is five Business Days days prior to the later of (A) the Original Termination Date and (Biii) if any Commitments are extended pursuant to Section 2.25expire no later than a date one (1) year after its issuance, such extended termination date as determined pursuant to Section 2.25, provided PROVIDED that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (yii) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower (or Toastmaster, as provided in Section 3.9) on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such 47 43 issuance, (i) the Aggregate Funded Exposure would exceed the Borrowing Base then in effect, (ii) the L/C Obligations would exceed the L/C Commitment or (iiiii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments, minus the amount of Consolidated Total Debt at such time attributable to Permitted Receivables Securitizations, would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or any Available Foreign Currency (provided that the U.S. Dollar Equivalent of all L/C Obligations denominated in Available Foreign Currency shall not exceed, in the aggregate, $10,000,000) and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Scheduled Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred which is five Business Days prior to in clause (y) above)the Revolving Credit Termination Date.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Master Issuer or its designee on any Business Day during the period commencing on and after the Effective Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2018-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2018-1 Class A-1 Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Master Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Master Issuer in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date and (y) above)such arrangement is satisfactory to the L/C Provider in its sole and absolute discretion. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company on any Business Day on and after the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, in such form as may be approved from time to time by the Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,00060,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) in this sentence above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a)subsection 3.9, agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations at such time would exceed the L/C Commitment or Commitment, (ii) the excess Standby Letter of Credit Outstandings at such time would exceed $100,000,000, (iii) the Total Commitment over Aggregate Revolving Credit Outstandings at such time would exceed the aggregate amount of Loans and the Revolving Credit Commitments at such time, (iv) in the case of Letters of Credit issued in currencies other than Dollars only, the L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter in respect of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by in currencies other than Dollars would exceed the Foreign L/C Commitment Sublimit at such Initial Issuing Bank time or (v) in the case of Letters of Credit issued prior to the occurrence of a Collateral Release Event, the Aggregate Outstanding Extensions of Credit at such time would exceed the Borrowing Base at such time. Each Continuing Letter of Credit shall be deemed to be issued under this Agreement on the Effective Date (to the extent such Continuing Letter of Credit has not been fully drawn or has not expired or been terminated as of the Effective Date) and shall be (x) a Letter of Credit for all purposes hereof (other than subsection 3.7) and the other Loan Documents and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each a Trade Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any or a Standby Letter of Credit with a one-year term may provide Credit, as applicable, for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (ypurposes of subsections 3.8(b) aboveand 3.8(c), respectively.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“collectively, the "Letters of Credit”") in dollars for the account of the Company Borrower or any Subsidiary thereof on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter (iii) the amount of the Total Revolving Extensions of Credit ifwould exceed the Borrowing Base, after giving effect to such issuance, the sum of (xiv) the aggregate undrawn and unexpired amount L/C Obligations in respect of all then outstanding Vehicle Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000100,000,000 or (v) the Total Revolving Extensions of Credit, when added to the Total Supplemental Extensions of Credit, would exceed the Total Revolving Credit Commitments. Each Letter of Credit shall (i) be denominated in dollars Dollars or any Available Foreign Currency (provided that the U.S. Dollar Equivalent of all L/C Obligations denominated in Available Foreign Currency shall not exceed, in the aggregate, $25,000,000) and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). No Letter of Credit shall be issued on or after the date that is thirty days prior to the Revolving Credit Termination Date.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”) in dollars for the account of the Company Borrower (and on behalf of the Borrower or any of its Subsidiaries or joint ventures) on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such customary form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of or (xiii) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Borrowing Base Availability would exceed $100,000,000be less than zero. Each Letter of Credit shall (iA) be denominated in dollars Dollars and (iiB) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to 364 days after the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided (I) that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)) and (II) at least 60 days prior to the Termination Date, Borrower shall, to the extent of the balance, replace outstanding Letters of Credit and/or deposit an amount equal to the Minimum Collateral Amount in cash in a cash collateral account established with the Administrative Agent for the benefit of the Lenders on terms and conditions satisfactory to the Administrative Agent. The Borrower hereby acknowledges that the issuance of Letters of Credit for the account of a Subsidiary or joint venture inures to the benefit of the Borrower, and that the Borrower’s business derives substantial benefits from the businesses of such Subsidiary or joint venture.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters of credit (“Letters of Credit”) in dollars Credit for the account of the Company any Borrower (on behalf of such Borrower or on behalf of any other Subsidiary of Holdings other than Sears Canada) on any Business Day on and after during the period from the Effective Date and until the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Termination Date in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC no Issuing Lender shall have no any obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, if (i) after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess face amount of the Total Commitment over requested Letter of Credit, when aggregated with all other then outstanding Revolving Extensions of Credit, shall not exceed the lesser of the Aggregate Commitments and the Borrowing Base at such time; provided further that each Issuing Lender may, but shall not be required to, issue Letters of Credit such that the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated attributable to issue any Letter of Credit if, after giving effect to all such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would Lender exceed $100,000,000500,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars or any other lawful foreign currency which is approved in writing on a case by case basis by the Issuing Lender and the Agent in their sole and absolute discretion and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and issuance, or (y) subject to the provisions of Section 6.01(p), the date that is five (5) Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which which, subject to the provisions of Section 6.01(p)) shall in no event extend beyond the date referred to in clause (y) above). Each Application and each Letter of Credit shall be subject to the International Standby Practices (ISP 98) of the International Chamber of Commerce (in the case of Standby L/Cs) or the Uniform Customs and Practice for Documentary Credits as most recently published by the International Chamber of Commerce (in the case of Commercial L/Cs) and, to the extent not inconsistent therewith, the laws of the State of New York.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”"LETTERS OF CREDIT") in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank Period denominated in accordance with the terms hereof, Dollars or an Alternative Currency in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Credit Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i1) be denominated in dollars Dollars or an Alternative Currency and (ii2) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). Each Letter of Credit shall be either (A) a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, which finance the working capital and business needs of the Borrower and its Subsidiaries incurred in the ordinary course of business, or (B) a commercial letter of credit in respect of the purchase of goods or services by the Borrower or any of its Subsidiaries in the ordinary course of business.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section Subsection 3.4(a), agrees to continue under this Agreement for the account of the Borrowers the Existing Letters of Credit issued by it and to issue letters of credit (the letters of credit issued on and after the Third Amendment Effective Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) in dollars for the account of the Company applicable Borrower or (if required by the applicable Issuing Lender, so long as the Borrower Representative, on account of the Borrowers, is a co-applicant and jointly and severally liable thereunder) any Subsidiary or any Related Corporation on any Business Day on and after the Effective Date and until the termination of during the Commitment of Period but in no event later than the Issuing Bank in accordance with fifth (5th) day prior to the terms hereof, Termination Date in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit shall be issued if, after giving effect to such issuance, (i) the aggregate Extensions of Credit to the Borrowers would exceed the applicable limitations set forth in Subsection 2.1, (ii) the L/C Obligations in respect of Letters of Credit would exceed $300,000,000 or (iii) the Aggregate Outstanding Credit of all the Revolving Credit Lenders would exceed the L/C Commitment or (ii) Commitments of all the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations Revolving Credit Lenders then outstanding would be less than zeroin effect; provided, further, that no Initial Issuing Bank Lender shall at any time be obligated required to issue (but may, in its sole discretion) issue, renew, amend or extend any Letter of Credit if, if (x) after giving effect to such issuancethereto, the sum aggregate L/C Obligations in respect of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Lender would exceed such Issuing Lender’s Letter of Credit Sublimit or (y) in the aggregate amount case of drawings under Letters of Credit issued by Barclays and Deutsche Bank AG New York Branch, such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).Commercial L/C.

L/C Commitment. (a) Subject Prior to the date hereof, the Issuing Bank has issued the Existing Letters of Credit; and subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section subsection 3.4(a), agrees to issue letters of credit after the date hereof (“the Existing Letters of Credit”, together with any letters of credit issued hereunder after the date hereof, "Letters of Credit") in dollars for the account of the Company on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing Bank; provided that Barclays the Issuing Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess sum of (A) the Total Commitment over outstanding aggregate principal amount of all Revolving Credit Loans made by all Banks, plus (B) the aggregate outstanding amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of plus (xC) the outstanding aggregate undrawn and unexpired principal amount of all then outstanding Letters of Credit issued Competitive Bid Loans made by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 all Banks, would exceed $100,000,000the Aggregate Commitment. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). From and after the date hereof, all Existing Letters of Credit shall constitute Letters of Credit for all purposes of the Agreement.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), subsection 3.6 agrees to issue letters of credit (“"Letters of Credit”") in dollars for the account of the Company Parent Borrowers (and, if such Letter of Credit is issued for the benefit of any Subsidiary, for the account of the Parent Borrowers and such Subsidiary, jointly and severally) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that (i) no Issuing Bank shall have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (iA) the L/C Obligations at such time would exceed the L/C Sublimit or (B) the Aggregate Outstanding R/C Extensions of Credit at such time would exceed the Aggregate Revolving Commitment or at such time and (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to unless it shall have received notice from the Administrative Agent that the issuance of such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Letter of Credit issued by such Initial Issuing Bank and will not violate clause (yi) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000above. Each Continuing Letter of Credit shall be deemed to be issued under this Agreement on the Closing Date (i) be denominated in dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, extent such extended termination date as determined pursuant to Section 2.25, provided that any Continuing Letter of Credit with has not been fully drawn or has not expired or been terminated as of the Closing Date) and shall be a one-year term may provide Letter of Credit for all purposes hereof (other than subsection 3.4) and the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)other Loan Documents.

L/C Commitment. (a) Prior to the Closing Date, the Existing Issuing Lender has issued the Existing Letters of Credit under the Existing Credit Agreement, which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks LC/Swing Line Revolving Lenders set forth in Section 3.4(a4.4(a), agrees to issue letters of credit (the letters of credit issued on and after the Closing Date pursuant to this Section 4, the “Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Facility Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunderLender; provided, further, that no Issuing Bank Lender shall have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the outstanding L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and L/C Obligations plus (y) the aggregate principal amount of drawings under Letters Swing Line Loans outstanding at any time, plus (z) the aggregate amount of Credit issued by such Initial Issuing Bank that have not LC/Swing Line Revolving Loans then been reimbursed pursuant Section 3.5 outstanding would exceed $100,000,000the LC/Swing Line Revolving Commitment or (iii) the sum of (x) the L/C Obligations, plus (y) the aggregate principal amount of Swing Line Loans outstanding at any time plus (z) the aggregate amount of Revolving Credit Loans then outstanding would exceed the Total Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Facility Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (aj) As of the Closing Date, the letters of credit listed on Schedule 3.1 shall be deemed to have been issued hereunder and be deemed to be Letters of Credit for all purposes hereunder. Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Parent Borrower or, subject to Section 3.2, any Subsidiary on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the Dollar Equivalent of the L/C Obligations of such Issuing Lender would exceed the L/C Commitment or of such Issuing Lender then in effect, (ii) the excess Dollar Equivalent of the Total Commitment over L/C Obligations (as determined by the Administrative Agent) would exceed the L/C Sublimit or (iii) the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated provide for payment of drawings in dollars Dollars or in a foreign currency reasonably acceptable to the Administrative Agent and the applicable Issuing Lender, and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance issuance, or such longer annual periods as the Issuing Lender may agree, and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term described in clause (x) above may provide for the renewal thereof for additional one-year annual periods (which shall in no event extend beyond the date referred to in clause (y) above). Notwithstanding the foregoing, the Issuing Lender, in its sole discretion, may issue one or more Letters of Credit, each with an expiration date extending beyond the Revolving Termination Date (each a “Designated Letter of Credit” and, collectively, the “Designated Letters of Credit”); provided that on or before the date that is 120 days prior to the Revolving Termination Date, to the extent that any Designated Letter of Credit remains outstanding, the applicable Borrower shall cash collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time in accordance with the provisions of Section 8. In the event that the applicable Borrower fails to cash collateralize the outstanding Designated Letters of Credit by the date that is 90 days prior to the Revolving Termination Date, each such outstanding Designated Letter of Credit shall automatically be deemed drawn in full and such Borrower shall be deemed to have requested a Revolving Loan to be funded by the Lenders on the date that is 90 days prior to the Revolving Termination Date to reimburse such drawing (with the proceeds of such Revolving Loan being used to cash collateralize outstanding Designated Letters of Credit as set forth above). Subject to Section 2.3 and Section 5.2 hereof, the funding by a Lender of its pro rata share of such Revolving Loan to cash collateralize the outstanding Designated Letters of Credit on the Revolving Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue at the request of the Borrower letters of credit (each a “Letters Letter of Credit”) in dollars for the account of the Company any Group Member on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC (i) the Borrower shall have no obligation to issue commercial Letters of Credit hereunder; providednot request, further, that and no Issuing Bank Lender shall issue be required to issue, any Letter of Credit if, if after giving effect to such issuanceissuance (and to any concurrent funding or prepayment of a Loan and to the application of proceeds thereof and to any concurrent expiration or termination or amendment or modification of any previously issued Letter of Credit), (iA) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in OptionalL/C Foreign Currencies issued by such Issuing Lender plus (y) the outstanding amount of all Letters of Credit issued by such Issuing Lender other than those denominated in OptionalL/C Foreign Currencies would exceed such Issuing Lender’s L/C Obligations Commitment then in effect, (B) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in OptionalL/C Foreign Currencies plus (y) the outstanding amount of all Letters of Credit other than those denominated in OptionalL/C Foreign Currencies would exceed the L/C Commitment Sublimit then in effect, or (iiC) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) 105% of the aggregate undrawn and unexpired amount Dollar Equivalent of all then outstanding Letters of Credit issued by such Initial Issuing Bank and denominated in OptionalL/C Foreign Currencies plus (y) the aggregate amount then Outstanding Aamount of drawings under the Extensions of Credit other than Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 denominated in OptionalL/C Foreign Currencies would exceed $100,000,000the lesser of (AI) the Total Commitments then in effect and (BII) the Borrowing Base and (ii) the Borrower shall be a co-applicant, and jointly and severally liable with respect to, each Letter of Credit issued for the account of any other Group Member. Each Letter of Credit shall (ix) be denominated in dollars Dollars or, if agreed by the applicable Issuing Lender, any OptionalL/C Foreign Currency and (iiy) expire no later than the earlier of (x) the first anniversary of its date of issuance and (yA) the date that is five Business Days prior to one year after the later date of (A) the Original Termination Date issuance of such Letter of Credit and (B) if any Commitments are extended pursuant thirty (30) days prior to Section 2.25the Termination Date then in effect; provided, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term tenor may provide for the subsequent or successive renewal or automatic renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in foregoing clause (yB). If agreed by an Issuing Lender, Letters of Credit issued by such Issuing Lender may have an expiration date that exceeds one year (but in all events expires no later than thirty (30) abovedays prior to the Termination Date then in effect); provided that the Borrower shall not request the issuance of any such Letter of Credit if the aggregate face amount of all such Letters of Credit outstanding on the date of such request and giving effect to the proposed issuance would exceed the Dollar Equivalent of $10,000,000.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(asubsection 3.5(a), agrees to issue irrevocable standby letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and or after the Amendment Effective Date and until the termination date which is five (5) Business Days prior to the end of the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankBank (all such letters of credit outstanding on the date hereof and all letters of credit to be issued hereunder, together with all extensions, renewals and replacements thereof, are herein collectively referred to as the "Letters of Credit"); provided PROVIDED that Barclays the Issuing Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if at the time of such issuance a Default exists or an Event of Default has occurred and is continuing or if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Available Revolving Credit Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (Biii) if any Commitments are extended pursuant to Section 2.25expire no later than a date one (1) year after its issuance, such extended termination date as determined pursuant to Section 2.25, provided PROVIDED that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (yii) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the L/C Arranger agrees to cause the Issuing BankLender designated by it, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue letters of credit (a “Letters of CreditL/C”) in dollars or to purchase participations or execute indemnities or reimbursement obligations (each such undertaking, an “L/C Undertaking”) with respect to letters of credit issued by an Underlying Issuer (as of the Closing Date, the prospective Underlying Issuer is to be Xxxxx Fargo Bank) for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the L/C Arranger and the Issuing BankLender; provided that Barclays Bank PLC that, the L/C Arranger shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue cause any Letter of Credit to be issued if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars, (ii) have a face amount of at least $250,000 (unless otherwise agreed by the L/C Arranger and the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each (i) the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (such letters of credit, together with the Existing Letters of Credit, the “Letters of Credit”) in dollars for the account of the Company Borrower and to amend Letters of Credit previously issued by it in accordance with Section 3.2 below, on any Business Day on and after during the Effective period from the Closing Date and until the termination of date that is seven days prior to the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Termination Date in such form as may be approved from time to time by the Issuing BankLender and (ii) the Lenders severally agree to participate in Letters of Credit issued for the amount of the Borrower and any drawings thereunder; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue or amend any Letter of Credit if, after giving effect to such issuanceissuance or amendment, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars, (ii) have a face amount of at least $250,000 (unless otherwise agreed by the Issuing Lender) and (iii) unless the Issuing Lender otherwise consents in writing, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above). All Existing Letters of Credit shall be deemed, from and after the Closing Date, to be outstanding as a Letter of Credit hereunder and governed by the terms and conditions hereof.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company any Co-Issuer or its designee on any Business Day during the period commencing on and after the Effective Series 2018-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment Commitment, or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2018-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2018-1 Class A-1 Notes Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Co-Issuers and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies each beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Co-Issuers in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) each beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of either or both of the Company Co-Issuers on any Business Day during the period commencing on and after the Effective Series 2022-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of Series 2022-1 Class A-1 Outstanding Principal Amount would exceed the Total Commitment over Series 2022-1 Class A-1 Notes Maximum Principal Amount or (iii) the aggregate amount of Loans Series 2022-1 Class A-1 Outstanding Principal Amount attributable to the L/C Provider (in its capacity as Committed Note Purchaser and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (xProvider) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000its Commitment Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Co-Issuers and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies each beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Co-Issuers in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. Additionally, each Interest Reserve Letter of Credit issued hereunder shall (1) name the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Accounts or the Senior Subordinated Notes Interest Reserve Accounts, as applicable, pursuant to the Indenture; (3) shall have an expiration date of no later than ten (10) Business Days prior to the Class A-1 Notes Renewal Date; and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the applicable Senior Notes Interest Reserve Account or the applicable Senior Subordinated Notes Interest Reserve Account, as applicable, or such other Account, as permitted pursuant to the terms of the Indenture. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), Bank agrees to issue or amend letters of credit (including Letters of Credit payable by acceptance of a Time Draft as described in subsection 3.9) (“Letters of Credit”, which shall include the existing letters of credit specified on Schedule III which shall be continued and be deemed Letters of Credit issued and outstanding hereunder) in dollars for the account of the Company on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may shall be approved from time reasonably acceptable to time by the such Issuing Bank; provided that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit shall be issued or amended if, after giving effect to such issuance, thereto (i) the aggregate amount of the Revolving Exposures would exceed the aggregate amount of the Commitments, (ii) the aggregate US Dollar Equivalent Amount of the L/C Obligations would exceed $50,000,000, (iii) the aggregate US Dollar Equivalent Amount of the L/C Obligations attributable to Letters of Credit issued by any Issuing Bank would exceed the L/C Commitment of such Issuing Bank (unless such Issuing Bank shall have agreed to issue one or more Letters of Credit that would result in such an excess), (iiiv) the excess aggregate US Dollar Equivalent Amount of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter in respect of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Standby Letters of Credit issued by such Initial Issuing Bank and would exceed $25,000,000, (yv) the aggregate amount of drawings under the Available Foreign Currency Exposure would exceed the Available Foreign Currency Exposure Cap or (vi) in the event an Extension Permitted Amendment shall have become effective as provided in subsection 2.15, the portion of the L/C Obligations attributable to Letters of Credit issued by expiring after the Maturity Date in effect prior to such Initial Issuing Bank Extension Permitted Amendment shall not exceed the aggregate Commitments that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than extended to a date after the earlier of (x) the first anniversary of its expiration date of issuance and (y) the date that is five Business Days prior to the later last of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter Letters of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Master Issuer or its designee on any Business Day during the period commencing on and after the Effective Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2020-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2020-1 Class A-1 Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Master Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least 30 calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided, further, that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Master Issuer in clause accordance with Section 4.02(b) or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date and (y) above)such arrangement is satisfactory to the L/C Provider in its sole and absolute discretion. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower or the Subsidiaries listed on Schedule 3.1 (as such schedule may be updated from time to time to the satisfaction of the Issuing Lender), and to amend or extend Letters of Credit previously issued by it, on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date unless such Letter of Credit shall be cash collateralized or otherwise credit supported to the reasonable satisfaction of the Administrative Agent and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any the Issuing Lender. Any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above); provided further, that in the event any such Letter of Credit is renewed beyond the date referred to in clause (y) above, such Letter of Credit shall be cash collateralized or otherwise credit supported to the reasonable satisfaction of the Administrative Agent and the Issuing Lender.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of either or both of the Company IssuerCo-Issuers on any Business Day during the period commencing on and after the Effective Series 2019-3 Closing Date and until ending on the termination of date that is ten Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of Series 2019-3 Class A-1 Outstanding Principal Amount would exceed the Total Commitment over Series 2019-3 Class A-1 Notes Maximum Principal Amount or (iii) the aggregate amount of Loans Series 2019-3 Class A-1 Outstanding Principal Amount attributable to the L/C Provider (in its capacity as Committed Note Purchaser and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (xProvider) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000its Commitment Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $100,000 (unless otherwise agreed by the L/C Provider, together with a reasonable administrative fee to be agreed upon) and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies each beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the IssuerCo-Issuers in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Issuer or its designee on any Business Day during the period commencing on and after the Effective Series 2020-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2020-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2020-1 Class A-1 Notes Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Issuer and the L/C Provider and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies the beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Issuer in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiary thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture; and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) each beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing Bank, in reliance on the agreements of the other Banks set forth in Section 3.4(a), Lender agrees to issue standby letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Credit Termination Date in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the lesser of (i) the L/C Commitment or (ii) the excess Aggregate Commitment less the sum of the Total Commitment over Dollar Amount of the aggregate principal amount of Loans and L/C Obligations then outstanding all loans or (b) the Available Commitment of any Lender would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $50,000, (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of business or otherwise for a purpose consistent with the permitted use of proceeds described in Section 2.7, (iii) expire no later than the earlier of (x) the first anniversary of its date of which is 365 days after the issuance thereof and (y) the date that is five Business Days prior Revolving Credit Termination Date, and (iv) be subject to the later Uniform Customs and, to the extent not inconsistent therewith, the laws of (A) the Original Termination Date and (B) if State of North Carolina. The Issuing Lender shall not at any Commitments are extended pursuant time be obligated to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any existing Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) As of the Closing Date, the letters of credit listed on Schedule 3.1 shall be deemed to have been issued hereunder and be deemed to be Letters of Credit for all purposes hereunder. Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks US$ Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Parent Borrower or, subject to Section 3.2, any Subsidiary on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the Dollar Equivalent of the L/C Obligations (as determined by the Administrative Agent) would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding the Available US$ Revolving Commitments would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated provide for payment of drawings in dollars Dollars or in a foreign currency reasonably acceptable to the Administrative Agent, and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance issuance, or such longer annual periods as the Issuing Lender may agree, and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term described in clause (x) above may provide for the renewal thereof for additional one-year annual periods (which shall in no event extend beyond the date referred to in clause (y) above). Notwithstanding the foregoing, the Issuing Lender, in its sole discretion, may issue one or more Letters of Credit, each with an expiration date extending beyond the Revolving Termination Date (each a “Designated Letter of Credit” and, collectively, the “Designated Letters of Credit”); provided that on or before the date that is 120 days prior to the Revolving Termination Date, to the extent that any Designated Letter of Credit remains outstanding, the applicable Borrower shall cash collateralize the aggregate then undrawn and unexpired amount of all Designated Letters of Credit outstanding at such time in accordance with the provisions of Section 8. In the event that the applicable Borrower fails to cash collateralize the outstanding Designated Letters of Credit by the date that is 90 days prior to the Revolving Termination Date, each such outstanding Designated Letter of Credit shall automatically be deemed drawn in full and such Borrower shall be deemed to have requested a Revolving Loan to be funded by the Lenders on the date that is 90 days prior to the Revolving Termination Date to reimburse such drawing (with the proceeds of such Revolving Loan being used to cash collateralize outstanding Designated Letters of Credit as set forth above). Subject to Section 2.3 and Section 5.2 hereof, the funding by a Lender of its pro rata share of such Revolving Loan to cash collateralize the outstanding Designated Letters of Credit on the Revolving Termination Date shall be deemed payment by such Lender in respect of its participation in each such Designated Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue at the request of the Borrower letters of credit (each a “Letters Letter of Credit”) in dollars for the account of the Company any Group Member on any Business Day on and after the Effective Date and until the termination of during the Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided that Barclays Bank PLC (i) the Borrower shall have no obligation to issue commercial Letters of Credit hereunder; providednot request, further, that and no Issuing Bank Lender shall issue be required to issue, any Letter of Credit if, if after giving effect to such issuanceissuance (and to any concurrent funding or prepayment of a Loan and to the application of proceeds thereof and to any concurrent expiration or termination or amendment or modification of any previously issued Letter of Credit), (iA) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies issued by such Issuing Lender plus (y) the outstanding amount of all Letters of Credit issued by such Issuing Lender other than those denominated in Optional Currencies would exceed such Issuing Lender’s L/C Obligations Commitment then in effect, (B) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies plus (y) the outstanding amount of all Letters of Credit other than those denominated in Optional Currencies would exceed the L/C Commitment Sublimit then in effect, or (iiC) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) 105% of the aggregate undrawn and unexpired amount Dollar Equivalent of all then outstanding Letters of Credit issued by such Initial Issuing Bank and denominated in Optional Currencies plus (y) the aggregate amount then Outstanding Amount of drawings under the Extensions of Credit other than Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 denominated in Optional Currencies would exceed $100,000,000the lesser of (A) the Total Commitments then in effect and (B) the Borrowing Base and (ii) the Borrower shall be a co-applicant, and jointly and severally liable with respect to, each Letter of Credit issued for the account of any other Group Member. Each Letter of Credit shall (ix) be denominated in dollars Dollars or, if agreed by the applicable Issuing Lender, any Optional Currency and (iiy) expire no later than the earlier of (x) the first anniversary of its date of issuance and (yA) the date that is five Business Days prior to one year after the later date of (A) the Original Termination Date issuance of such Letter of Credit and (B) if any Commitments are extended pursuant thirty (30) days prior to Section 2.25the Termination Date then in effect; provided, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term tenor may provide for the subsequent or successive renewal or automatic renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in foregoing clause (yB). If agreed by an Issuing Lender, Letters of Credit issued by such Issuing Lender may have an expiration date that exceeds one year (but in all events expires no later than thirty (30) abovedays prior to the Termination Date then in effect); provided that the Borrower shall not request the issuance of any such Letter of Credit if the aggregate face amount of all such Letters of Credit outstanding on the date of such request and giving effect to the proposed issuance would exceed the Dollar Equivalent of $3,000,000.

L/C Commitment. (a) Prior to the Closing Date, the Existing Issuing Lender has issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving B Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“the letters of credit issued on and after the Closing Date pursuant to this Section III, together with the Existing Letters of Credit”, collectively, the "Letters of Credit") in dollars for the account of the Company ASC or any Subsidiary Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans the Available Revolving Commitments of the Revolving B Lenders (after subtracting therefrom the sum of (i) the amount of the Triple Peaks Reserve then in effect and L/C Obligations (ii) the amount of the Senior Subordinated Notes Reserve then outstanding in effect) would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrower on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Revolving Loan Termination Date in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess Available Commitment of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding any Revolving Credit Lender would be less than zero; provided. Each Letter of Credit shall (A) be denominated in Dollars in a minimum amount of $1,000,000 for standby Letters of Credit and $25,000 for commercial Letters of Credit, further(B) be a standby or commercial letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, that contingent or otherwise, incurred in the ordinary course of business, (C) expire on a date satisfactory to the Issuing Lender, which date shall be no Initial later than the Non-Default Maturity Date and (D) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. The Issuing Bank Lender shall not at any time be obligated to issue any Letter of Credit ifhereunder if such issuance would conflict with, after giving effect or cause the Issuing Lender or any L/C Participant to such issuanceexceed any limits imposed by, the sum of (x) the aggregate undrawn any Applicable Law. References herein to "issue" and unexpired amount of all then outstanding derivations thereof with respect to Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount shall also include extensions or modifications of drawings under any existing Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and (ii) expire no later than Credit, unless the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") in dollars for the account of the Company Borrowers on a joint and several basis on any Business Day on and after from the Effective Closing Date and until through but not including the termination of the Commitment of the Issuing Bank in accordance with the terms hereof, Termination Date in such form as may be approved from time to time by the Issuing BankLender; provided provided, that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Obligations would exceed the lesser of (i) the Aggregate Commitment less the sum of all outstanding Revolving Credit Loans and (ii) the L/C Commitment or (iib) the excess Available Commitment of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding any Lender would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars and Dollars in a minimum amount of $100,000, (ii) be a standby letter of credit issued to support obligations of the Borrowers or any of their Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date reasonably satisfactory to the Issuing Lender, which date shall be no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five Business Days prior to the later of (A) the Original Termination Date and (Biv) if be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender shall not at any Commitments are extended pursuant time be obligated to Section 2.25, such extended termination date as determined pursuant to Section 2.25, provided that issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and derivations thereof with a one-year term may provide for respect to Letters of Credit shall also include extensions or modifications of any existing Letters of Credit, unless the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above)context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company Borrower on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Sublimit, (ii) the excess of the Total Commitment over the aggregate amount of Loans and the Available Revolving Commitments would be less than zero or, (iii) the outstanding amount of the L/C Obligations then outstanding of the applicable Issuing Lender (determined for such purpose without giving effect to the participations therein of the L/C Participants pursuant to Section 3.4) would be less than zero; provided, further, that no Initial exceed such Issuing Bank shall at any time be obligated to issue any Letter Lender’s L/C Commitment (unless such Issuing Lender has consented thereto) or (iv) after the occurrence and during the continuance of Credit if, a Partial Trigger Event if after giving effect to such issuanceLetter of Credit, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Total Revolving Extensions of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000. Each Letter of Credit shall (i) be denominated in dollars Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the later of (A) the Original Revolving Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above, except to the extent that the Issuing Lender has approved of such expiration date and the outstanding amount of L/C Obligations in respect of such requested Letter of Credit has been Cash Collateralized or backstopped pursuant to arrangements reasonably satisfactory to the Issuing Lender).

L/C Commitment. (a) Pursuant to the Existing Credit Agreement, the Issuing Lenders specified on Schedule 1.1C have issued the letters of credit described on Schedule 1.1C (the "EXISTING LETTERS OF CREDIT"), which from and after the Closing Date shall continue to be "Letters of Credit" hereunder. Subject to the terms and conditions hereof, each Issuing BankLender, in reliance on the agreements of the other Banks Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“together with the Existing Letters of Credit”, the "LETTERS OF CREDIT") in dollars for the account of the Company on any Business Day on and after during the Effective Date and until the termination of the Revolving Credit Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the such Issuing BankLender; provided PROVIDED that Barclays Bank PLC shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that (i) no Issuing Bank Lender shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or the Total Revolving Extensions of Credit would exceed the Revolving Credit Commitments of all Lenders and (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank Lender shall at any time be obligated to issue any Letter of Credit if, after giving effect to unless it shall have received notice from the General Administrative Agent that the issuance of such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters Letter of Credit issued by such Initial Issuing Bank and will not violate the foregoing clause (yi) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 would exceed $100,000,000this proviso. Each Letter of Credit shall (i) be denominated in dollars U.S. Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that which is five Business Days prior to the later of (A) the Original Revolving Credit Termination Date and (B) if any Commitments are extended pursuant to Section 2.25Date, such extended termination date as determined pursuant to Section 2.25, provided PROVIDED that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in the foregoing clause (y) aboveof this proviso).

L/C Commitment. (a) Subject to the terms and conditions hereof, each the Issuing BankLender, in reliance on the agreements of the other Banks Lenders set forth in Section 3.4(a), ) agrees to issue letters of credit (“Letters of Credit”) in dollars for the account of the Company (or jointly for the account of the Company and a Subsidiary) on any Business Day on and after during the Effective Date and until the termination of the Revolving Commitment of the Issuing Bank in accordance with the terms hereof, Period in such form as may be approved from time to time by the Issuing BankLender; provided that Barclays Bank PLC the Issuing Lender shall have no obligation to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the Dollar Equivalent of the L/C Commitment or Commitment, (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters the Available Revolving Commitments would be less than zero or (iii) the aggregate Dollar Equivalent of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Alternative Currency Loans and Alternative Currency LC Exposure would exceed $100,000,000the Alternative Currency Sublimit. Each Letter of Credit shall (i) be denominated in dollars Dollars or, if approved by the Issuing Lender, an Alternative Currency and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) (1) the date that is five Business Days prior to the later of Revolving Termination Date or (A2) the Original date that is one year after the Revolving Termination Date, provided that no later than the 60th day prior to the Revolving Termination Date (or for any Letters of Credit issued after such date, the date of issuance), the Company shall deposit in a cash collateral account opened by the Administrative Agent an amount equal to 103% of the aggregate then undrawn and (B) if any Commitments are extended pursuant to Section 2.25, unexpired amount of such extended termination date as determined pursuant to Section 2.25, Letters of Credit; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which shall in no event extend beyond the date referred to in clause (y) above).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider (or its permitted assigns pursuant to Section 9.17), in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit credit, including Interest Reserve Letters of Credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company any Co-Issuer or its designee on any Business Day during the period commencing on and after the Effective Series 2017-1 Closing Date and until ending on the termination of date that is ten (10) Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit on a requested issuance date if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the excess of the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; provided, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (x) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and (y) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2017-1 Class A-1 Outstanding Principal Amount would exceed $100,000,000the Series 2017-1 Class A-1 Notes Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $25,000 or, if less than $25,000, shall bear a reasonable administrative fee to be agreed upon by the Co-Issuers and the L/C Provider and (ii) expire z)expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five ten (10) Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, the “Required Expiration Date”); provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-periods, each individually not to exceed one year periods (which shall in no event extend beyond the Required Expiration Date) unless the L/C Provider notifies each beneficiary of such Letter of Credit at least thirty (30) calendar days prior to the then-applicable expiration date referred (or no later than the applicable notice date, if earlier, as specified in such Letter of Credit) that such Letter of Credit shall not be renewed; provided further that any Letter of Credit may have an expiration date that is later than the Required Expiration Date so long as either (x) the Undrawn L/C Face Amount with respect to such Letter of Credit has been fully cash collateralized by the Co-Issuers in clause accordance with Section 4.02 or 4.03 as of the Required Expiration Date and there are no other outstanding L/C Obligations with respect to such Letter of Credit as of the Required Expiration Date or (y) above)other than with respect to Interest Reserve Letters of Credit, arrangements satisfactory to the L/C Provider in its sole and absolute discretion have been made with the L/C Provider (and, if the L/C Provider is not the L/C Issuing Bank with respect to such Letter of Credit, the L/C Issuing Bank) pursuant to Section 4.04 such that such Letter of Credit shall cease to be deemed outstanding or to be deemed a “Letter of Credit” for purposes of this Agreement as of the Commitment Termination Date. Additionally, each Interest Reserve Letter of Credit shall (1) name each of (A) the Trustee, for the benefit of the Senior Noteholders or the Senior Subordinated Noteholders, as applicable, and (B) the Control Party, as the beneficiaries thereof; (2) allow the Trustee or the Control Party to submit a notice of drawing in respect of such Interest Reserve Letter of Credit whenever amounts would otherwise be required to be withdrawn from the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable, pursuant to the Indenture; and (3) indicate by its terms that the proceeds in respect of drawings under such Interest Reserve Letter of Credit shall be paid directly into the Senior Notes Interest Reserve Account or the Senior Subordinated Notes Interest Reserve Account, as applicable. The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would violate, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) each beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bankthe L/C Provider, in reliance on the agreements of the other Banks Committed Note Purchasers set forth in Section 3.4(a)Sections 2.08 and 2.09, agrees to issue provide standby letters of credit (each, a “Letter of Credit” and, collectively, the “Letters of Credit”) in dollars for the account of the Company Co-Issuers on any Business Day during the period commencing on and after the Effective Series 2007-1 Closing Date and until ending on the termination of date that is seven Business Days prior to the Commitment of the Issuing Bank Termination Date to be issued in accordance with the terms hereof, Section 2.07(h) in such form as may be approved from time to time by the Issuing BankL/C Provider; provided that Barclays Bank PLC the L/C Provider shall have no obligation or right to issue commercial Letters of Credit hereunder; provided, further, that no Issuing Bank shall issue provide any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or Commitment, (ii) the excess of Series 2007-1 Class A-1 Outstanding Principal Amount would exceed the Total Commitment over the aggregate amount of Loans and L/C Obligations then outstanding would be less than zero; providedSeries 2007-1 Class A-1 Maximum Principal Amount, further, that no Initial Issuing Bank shall at any time be obligated to issue any Letter of Credit if, after giving effect to such issuance, the sum of (xiii) the aggregate undrawn and unexpired amount of all then outstanding Letters of Credit issued by such Initial Issuing Bank and Series 2007-1 Class A-1-A Outstanding Principal Amount would exceed the Series 2007-1 Class A-1-A Maximum Principal Amount or (yiv) the aggregate amount of drawings under Letters of Credit issued by such Initial Issuing Bank that have not then been reimbursed pursuant Section 3.5 Series 2007-1 Class A-1-X Outstanding Principal Amount would exceed $100,000,000the Series 2007-1 Class A-1-X Maximum Principal Amount. Each Letter of Credit shall (ix) be denominated in dollars Dollars, (y) have a face amount of at least $100,000 (unless otherwise agreed by the L/C Provider) and (iiz) expire no later than the earlier of (xA) the first anniversary of its date of issuance and (yB) the date that is five seven Business Days prior to the later of (A) the Original Commitment Termination Date and (B) if any Commitments are extended pursuant to Section 2.25, such extended termination date as determined pursuant to Section 2.25, Date; provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-periods not to exceed one year periods (which shall in no event extend beyond the date referred to in clause (yB) above). The L/C Provider shall not at any time be obligated to (I) provide any Letter of Credit hereunder if such issuance would conflict with, or cause any L/C Issuing Bank to exceed any limits imposed by, any applicable Requirement of Law or (II) amend any Letter of Credit hereunder if (1) the L/C Provider would have no obligation at such time to issue such Letter of Credit in its amended form under the terms hereof or (2) the beneficiary of such Letter of Credit does not accept the proposed amendment to such Letter of Credit.