Common use of LC Exposure Clause in Contracts

LC Exposure. If any LC Exposure exists at the time such Lender becomes a Defaulting Lender then: (i) all or any part of the LC Exposure of such Defaulting Lender shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Applicable Percentages but only to the extent that such reallocation does not, as to any Non-Defaulting Lender, cause such Non-Defaulting Lender’s Revolving Credit Exposure to exceed its Commitment; (ii) if the reallocation described in clause (i) above cannot, or can only partially, be effected, the Company shall within one Business Day following notice by the Administrative Agent cash collateralize for the benefit of the Issuing Lenders only the Borrowers’ obligations corresponding to such Defaulting Lender’s LC Exposure (after giving effect to any partial reallocation pursuant to clause (i) above) in accordance with the procedures set forth in Section 2.04(j) for so long as such LC Exposure is outstanding; (iii) if the Borrowers cash collateralizes any portion of such Defaulting Lender’s LC Exposure pursuant to clause (ii) above, the Borrowers shall not be required to pay any fees to such Defaulting Lender pursuant to Section 2.10(b)(i) with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralized; (iv) if the LC Exposure of the Non-Defaulting Lenders is reallocated pursuant to clause (i) above, then the fees payable to the Lenders pursuant to Section 2.10(a) and Section 2.10(b)(i) shall be adjusted in accordance with such Non-Defaulting Lenders’ Applicable Percentages; and (v) if all or any portion of such Defaulting Lender’s LC Exposure is neither reallocated nor cash collateralized pursuant to clause (i) or (ii) above, then, without prejudice to any rights or remedies of any Issuing Lender or any other Lender hereunder, all letter of credit fees payable under Section 2.10(b)(i) with respect to such Defaulting Lender’s LC Exposure shall be payable to the Issuing Lenders until and to the extent that such LC Exposure is reallocated and/or cash collateralized.

LC Exposure. If any LC Exposure exists at the time such Lender becomes a Defaulting Lender then: (i) all or any part of the LC Exposure of such Defaulting Lender shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Applicable Percentages Percentage (disregarding such Defaulting Lender’s Maximum Credit Amount) but only to the extent that such reallocation does not, as to any Nonthe sum of all non-Defaulting Lender, cause Lenders’ Revolving Credit Exposure plus such Non-Defaulting Lender’s Revolving Credit LC Exposure to does not exceed its Commitmentthe total of all non-Defaulting Lenders’ Commitments; (ii) if the reallocation described in clause (i) above cannot, or can only partially, be effected, the Company shall Borrower shall, within one (1) Business Day following notice by the Administrative Agent cash collateralize Cash Collateralize for the benefit of the Issuing Lenders Bank only the Borrowers’ Borrower’s obligations corresponding to such Defaulting Lender’s LC Exposure (after giving effect to any partial reallocation pursuant to clause (i) above) in accordance with the procedures set forth in Section 2.04(j2.09(j) for so long as such LC Exposure is outstanding; (iii) if the Borrowers cash collateralizes Borrower Cash Collateralizes any portion of such Defaulting Lender’s LC Exposure pursuant to clause (ii) above, the Borrowers Borrower shall not be required to pay any fees to such Defaulting Lender pursuant to Section 2.10(b)(i3.05(b) with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralizedCash Collateralized; (iv) if the LC Exposure of the Nonnon-Defaulting Lenders is reallocated pursuant to clause (i) above, then the fees payable to the Lenders pursuant to Section 2.10(a3.05(a) and Section 2.10(b)(i3.05(b) shall be adjusted in accordance with to reflect such Non-Defaulting Lenders’ Applicable Percentagesreallocations; and (v) if all or any portion of such Defaulting Lender’s LC Exposure is neither reallocated nor cash collateralized Cash Collateralized pursuant to clause (i) or (ii) above, then, without prejudice to any rights or remedies of any the Issuing Lender Bank or any other Lender hereunder, all letter of credit fees payable under pursuant to Section 2.10(b)(i3.05(b) with respect to such Defaulting Lender’s LC Exposure shall be payable to the Issuing Lenders Bank until and to the extent that such LC Exposure is reallocated and/or cash collateralized.Cash Collateralized; and

LC Exposure. If any LC Exposure exists at the time such Lender Bank becomes a Defaulting Lender Bank then: (i) all or any part of the LC Exposure of such Defaulting Lender Bank shall be reallocated among the Nonnon-Defaulting Lenders Banks in accordance with their respective Applicable Percentages but only to the extent that such reallocation does not, as to any Nonnon-Defaulting LenderBank, cause such Nonnon-Defaulting LenderBank’s Revolving Credit Exposure to exceed its Commitment; (ii) if the reallocation described in clause (i) above cannot, or can only partially, be effected, the Company Borrower shall within one Business Day following notice by the Administrative Agent cash collateralize for the benefit of the Issuing Lenders Banks only the Borrowers’ Borrower’s obligations corresponding to such Defaulting LenderBank’s LC Exposure (after giving effect to any partial reallocation pursuant to clause (i) above) in accordance with the procedures set forth in Section 2.04(j2.19(j) for so long as such LC Exposure is outstanding; (iii) if the Borrowers Borrower cash collateralizes any portion of such Defaulting LenderBank’s LC Exposure pursuant to clause (ii) above, the Borrowers Borrower shall not be required to pay any fees to such Defaulting Lender Bank pursuant to Section 2.10(b)(i2.09(c) with respect to such Defaulting LenderBank’s LC Exposure during the period such Defaulting LenderBank’s LC Exposure is cash collateralized; (iv) if the LC Exposure of the Nonnon-Defaulting Lenders Banks is reallocated pursuant to clause (i) above, then the fees payable to the Lenders Banks pursuant to Section 2.10(a2.09(a) and Section 2.10(b)(i2.09(c) shall be adjusted in accordance with such Nonnon-Defaulting LendersBanks’ Applicable Percentages; and (v) if all or any portion of such Defaulting LenderBank’s LC Exposure is neither reallocated nor cash collateralized pursuant to clause (i) or (ii) above, then, without prejudice to any rights or remedies of any Issuing Lender Bank or any other Lender Bank hereunder, all letter of credit fees payable under Section 2.10(b)(i2.09(c) with respect to such Defaulting LenderBank’s LC Exposure shall be payable to the Issuing Lenders Banks until and to the extent that such LC Exposure is reallocated and/or cash collateralized.

LC Exposure. If any LC Exposure exists at the time such Lender becomes a Defaulting Lender then: (i) all or any part of the LC Exposure of such Defaulting Lender shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Applicable Percentages Percentage (disregarding such Defaulting Lender’s Commitment) but only to the extent that such reallocation does not, as to any Nonthe sum of all non-Defaulting Lender, cause Lenders’ Revolving Credit Exposure plus such Non-Defaulting Lender’s Revolving Credit LC Exposure to does not exceed its Commitmentthe total of all non-Defaulting Lenders’ Commitments; (ii) if the reallocation described in clause (i) above cannot, or can only partially, be effected, the Company shall Borrower shall, within one (1) Business Day following notice by the Administrative Agent cash collateralize Cash Collateralize for the benefit of the Issuing Lenders Bank only the Borrowers’ Borrower’s obligations corresponding to such Defaulting Lender’s LC Exposure (after giving effect to any partial reallocation pursuant to clause (i) above) in accordance with the procedures set forth in Section 2.04(j2.09(j) for so long as such LC Exposure is outstanding; (iii) if the Borrowers cash collateralizes Borrower Cash Collateralizes any portion of such Defaulting Lender’s LC Exposure pursuant to clause (ii) above, the Borrowers Borrower shall not be required to pay any fees to such Defaulting Lender pursuant to Section 2.10(b)(i3.05(b) with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralizedCash Collateralized; (iv) if the LC Exposure of the Nonnon-Defaulting Lenders is reallocated pursuant to clause (i) above, then the fees payable to the Lenders pursuant to Section 2.10(a3.05(a) and Section 2.10(b)(i3.05(b) shall be adjusted in accordance with to reflect such Non-Defaulting Lenders’ Applicable Percentagesreallocations; and (v) if all or any portion of such Defaulting Lender’s LC Exposure is neither reallocated nor cash collateralized Cash Collateralized pursuant to clause (i) or (ii) above, then, without prejudice to any rights or remedies of any the Issuing Lender Bank or any other Lender hereunder, all letter of credit fees payable under pursuant to Section 2.10(b)(i3.05(a) with respect to such Defaulting Lender’s LC Exposure shall be payable to the Issuing Lenders Bank until and to the extent that such LC Exposure is reallocated and/or cash collateralized.Cash Collateralized; and

LC Exposure. If any LC Exposure exists at the time such Lender becomes a Defaulting Lender then: : (i) all or any part of the LC Exposure of such Defaulting Lender shall be reallocated among the Nonnon-Defaulting Lenders in accordance with their respective Applicable Percentages Percentage (disregarding such Defaulting Lender’s Maximum Credit Amount) but only to the extent that such reallocation does not, as to any Nonthe sum of all non-Defaulting Lender, cause Lenders’ Revolving Credit Exposure plus such Non-Defaulting Lender’s Revolving Credit LC Exposure to does not exceed its Commitment; the total of all non-Defaulting Lenders’ Commitments; (ii) if the reallocation described in clause (i) above cannot, or can only partially, be effected, the Company shall Borrower shall, within one (1) Business Day following notice by the Administrative Agent cash collateralize Cash Collateralize for the benefit of the Issuing Lenders Bank only the Borrowers’ Borrower’s obligations corresponding to such Defaulting Lender’s LC Exposure (after giving effect to any partial reallocation pursuant to clause (i) above) in accordance with the procedures set forth in Section 2.04(j2.09(j) for so long as such LC Exposure is outstanding; ; (iii) if the Borrowers cash collateralizes Borrower Cash Collateralizes any portion of such Defaulting Lender’s LC Exposure pursuant to clause (ii) above, the Borrowers Borrower shall not be required to pay any fees to such Defaulting Lender pursuant to Section 2.10(b)(i3.05(b) with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralized; Cash Collateralized; (iv) if the LC Exposure of the Nonnon-Defaulting Lenders is reallocated pursuant to clause (i) above, then the fees payable to the Lenders pursuant to Section 2.10(a3.05(a) and Section 2.10(b)(i3.05(b) shall be adjusted in accordance with to reflect such Non-Defaulting Lenders’ Applicable Percentagesreallocations; and and (v) if all or any portion of such Defaulting Lender’s LC Exposure is neither reallocated nor cash collateralized Cash Collateralized pursuant to clause (i) or (ii) above, then, without prejudice to any rights or remedies of any the Issuing Lender Bank or any other Lender hereunder, all letter of credit fees payable under pursuant to Section 2.10(b)(i3.05(a) with respect to such Defaulting Lender’s LC Exposure shall be payable to the Issuing Lenders Bank until and to the extent that such LC Exposure is reallocated and/or cash collateralizedCash Collateralized; and (d) Letters of Credit. So long as such Lender is a Defaulting Lender, the Issuing Bank shall not be required to issue, extend, renew or increase any Letter of Credit, unless it is satisfied that the related exposure and the Defaulting Lender’s then outstanding LC Exposure will be 100% covered by the Commitments of the non-Defaulting Lenders and/or Cash Collateral will be provided by the Borrower in accordance with Section 2.10(c), and participating interests in any newly issued, extended, renewed or increased Letter of Credit shall be allocated among non-Defaulting Lenders in a manner consistent with Section 2.10(c)(i) (and such Defaulting Lender shall not participate therein).