Common use of Letter of Credit Collateral Account Clause in Contracts

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon the request of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Lenders, a security interest in and to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior to the occurrence of a Default under Section 7.6 or 7.7.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon the request occurrence of the Administrative Agent a Default, or prior to the Revolving Facility Termination Date if a Facility Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any such outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving LendersLenders holding a Commitment, a security interest in and to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior to the occurrence of a Default under Section 7.6 or 7.7.

Letter of Credit Collateral Account. The In the event any Letter of Credit shall be outstanding according to their terms after the Maturity Date, the Borrower hereby agrees that it will immediately upon shall pay to the request Administrative Agent, on or before the date of issuance of such Letter of Credit, an amount equal to the undrawn amount of such Letter of Credit to be held in a special interest bearing cash collateral account pledged to the Administrative Agent or prior to for the Revolving Facility Termination Date if a Facility benefit of the Issuing Bank that issued such Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at ). The Borrower and the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower Agent shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Lenders, a security interest in and to establish the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless shall execute all documents and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, agreements that the Administrative Agent shall not reasonably requests in connection therewith to establish the Letter of Credit Collateral Account prior and grant the Administrative Agent a first priority security interest in such account and the funds therein. The Borrower hereby pledges to the occurrence Administrative Agent and grants the Administrative Agent a security interest, for the benefit of a the Issuing Banks described above in the Letter of Credit Collateral Account, whenever established, in all funds held in the Letter of Credit Collateral Account from time to time, and in all proceeds thereof as security for the payment of the Borrower’s obligations to reimburse the Issuing Bank for amounts drawn on Letters of Credit expiring after the Maturity Date. Funds held in the Letter of Credit Collateral Account shall be held as cash collateral for obligations described in this Section 2.05 and promptly applied by the Administrative Agent at the request of the Issuing Bank to any reimbursement or other obligations under Letters of Credit that exist or occur in the future during such time as the Borrower has any outstanding obligations to such Issuing Bank. To the extent that any surplus funds are held in the Letters of Credit Collateral Account above the undrawn amount of any outstanding Letters of Credit, during the existence of an Event of Default, the Administrative Agent may (A) hold such surplus funds in the Letter of Credit Collateral Account as cash collateral or (B) apply such surplus funds to satisfy the secured obligations of the Borrower. If no Event of Default under Section 7.6 has occurred and is continuing, the Administrative Agent shall release to the Borrower at the Borrower’s written request any funds held in the Letter of Credit Collateral Account above the amount required by this Section. Funds held in the Letter of Credit Collateral Account shall be invested in money market funds of the Administrative Agent or 7.7in another investment if mutually agreed upon by the Borrower and the Administrative Agent, but the Administrative Agent shall have no other obligation to make any other investment of the funds therein. The Administrative Agent shall exercise reasonable care in the custody and preservation of any funds held in the Letter of Credit Collateral Account and shall be deemed to have exercised such care if such funds are accorded treatment substantially equivalent to that which the Administrative Agent accords its own property, it being understood that the Administrative Agent shall not have any responsibility for taking any necessary steps to preserve rights against any parties with respect to any such funds.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon the request occurrence of the Administrative Agent a Default, or prior to the Revolving Facility Credit Termination Date if a Facility Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Credit Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Credit Termination Date related to any such outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Credit Lenders, a security interest in and to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Credit Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior to the occurrence of a Default under Section 7.6 or 7.7.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon In the request of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility event any Letter of Credit is shall be outstanding and unexpired according to its terms after the Maturity Date, the Borrower shall pay to the Senior Facility Agent, on or before the date of issuance of such Letter of Credit, an amount equal to 102% (or such other amount as may have been agreed with the Issuing Bank) of the LC Exposure as of such date as provided plus any accrued and unpaid interest thereon to be held in Section 2A.2(iii) above, establish a special interest bearing cash collateral account pledged to the Senior Facility Agent for the benefit of the Issuing Bank that issued such Letter of Credit (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1). The Letter of Credit Collateral Account Borrower and the Senior Facility Agent shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Lenders, a security interest in and to establish the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge the Borrower shall execute all documents and agree agreements that the Borrower has no obligation Senior Facility Agent reasonably requests in connection therewith to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior and grant the Senior Facility Agent a first priority security interest in such account and the funds therein. The Borrower hereby pledges to the occurrence Senior Facility Agent and grants the Senior Facility Agent a security interest, for the benefit of a the Issuing Banks described above in the Letter of Credit Collateral Account, whenever established, in all funds held in the Letter of Credit Collateral Account from time to time, and in all proceeds thereof as security for the payment of the Borrower’s obligations to reimburse the Issuing Bank for amounts drawn on Letters of Credit expiring after the Maturity Date. Funds held in the Letter of Credit Collateral Account shall be held as cash collateral for obligations described in this Section 2.05 and promptly applied by the Senior Facility Agent at the request of the Issuing Bank to any reimbursement or other obligations under Letters of Credit that exist or occur in the future during such time as the Borrower has any outstanding obligations to such Issuing Bank. To the extent that any surplus funds are held in the Letter of Credit Collateral Account above the undrawn amount of any outstanding Letters of Credit, during the existence of an Event of Default, the Senior Facility Agent may (A) hold such surplus funds in the Letter of Credit Collateral Account as cash collateral or (B) apply such surplus funds to satisfy the secured obligations of the Borrower. If no Event of Default under Section 7.6 has occurred and is continuing, the Senior Facility Agent shall release to the Borrower at the Borrower’s written request any funds held in the Letter of Credit Collateral Account above the amount required by this Section. Funds held in the Letter of Credit Collateral Account shall be invested in money market funds of the Senior Facility Agent or 7.7in another investment if mutually agreed upon by the Borrower and the Senior Facility Agent, but the Senior Facility Agent shall have no other obligation to make any other investment of the funds therein. The Senior Facility Agent shall exercise reasonable care in the custody and preservation of any funds held in the Letter of Credit Collateral Account and shall be deemed to have exercised such care if such funds are accorded treatment substantially equivalent to that which the Senior Facility Agent accords its own property, it being understood that the Senior Facility Agent shall not have any responsibility for taking any necessary steps to preserve rights against any parties with respect to any such funds. The Borrower and the Senior Facility Agent shall execute all documents and agreements that the applicable Issuing Bank requests to transfer the Letter of Credit Collateral Account, the first priority security interest in such account and the funds therein to such Issuing Bank on the Maturity Date.

Letter of Credit Collateral Account. The Each Borrower hereby agrees that it will immediately upon will, until the request final expiration date of the Administrative Agent or prior to the Revolving Facility Termination Date if a any Facility Letter of Credit and thereafter as long as any amount is outstanding and unexpired on such date as provided payable to the Lenders in Section 2A.2(iii) aboverespect of any Facility Letter of Credit, establish maintain a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIIIXIV, in the name of the such Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, Lenders and in which the such Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required Administrative Agent will invest any funds on deposit from time to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described time in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Lenders, a security interest in and to the Letter of Credit Collateral Account and in certificates of deposit of the Administrative Agent having a maturity not exceeding 30 days. Nothing in this Section 2.15.7 shall either obligate the Administrative Agent to require any Borrower to deposit any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The limit the right of the Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, release any funds held in the Letter of Credit Collateral Account upon other than as follows: (a) as required by Section 8.1, and the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish Borrower’s obligations to deposit funds in the Letter of Credit Collateral Account prior are limited to the circumstances required by Section 8.1 after the occurrence of a Default and during the continuance thereof and with respect to any Facility Letter of Credit with an expiration after the Facility Termination Date, and (b) if any Facility Letter of Credit has an expiration date after the Facility Termination Date, the Company shall deposit funds in the Letter of Credit Collateral Account in an amount equal to or greater than 105% of the aggregate maximum amount remaining available to be drawn under Section 7.6 all such Facility Letters of Credit on or 7.7before the date 30 days prior to the Facility Termination Date.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately will, upon the request of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility Required Lenders and until the final expiration date of any Letter of Credit and thereafter as long as any amount is outstanding and unexpired on such date as provided payable to the Issuer or the Lenders in Section 2A.2(iii) aboverespect of any Letter of Credit, establish maintain a special collateral account pursuant to arrangements satisfactory to the Agent (the “"Letter of Credit Collateral Account”") at the Administrative Agent’s 's office at the address specified pursuant to Article XIII, in the name of the such Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, Lenders and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby pledges, assigns and grants to the Administrative Agent, on behalf of and for the ratable benefit of each of the Revolving LendersLenders and the Issuer, a security interest in all of the Borrower's right, title and interest in and to all funds which may from time to time be on deposit in the Letter of Credit Collateral Account to secure the prompt and complete payment and performance of the Obligations. The Agent will invest any funds that may hereafter be on deposit from time to time in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under in certificates of deposit of Bank One having a maturity not exceeding 30 days. Nothing in this Section 2A.2(iii2.20(xi) or Section 8.1 hereof. The Administrative shall either obligate the Agent shall have to require the authority Borrower to establish, for the benefit of the Revolving Lenders, deposit any funds in the Letter of Credit Collateral Account upon or limit the occurrence right of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish to release any funds held in the Letter of Credit Collateral Account prior in each case other than as required by Section 8.1; provided that if one or more Letters of Credit are outstanding on the Facility Termination Date, the Borrower shall deposit funds in the Letter of Credit Collateral Account in an amount equal to the occurrence stated amount of all such Letters of Credit, and such account shall at all times thereafter have a Default balance in excess of the full amount available to be drawn under Section 7.6 or 7.7such Letters of Credit.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon (a) As collateral security for the request prompt payment in full when due of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility all Letter of Credit is outstanding Liabilities and unexpired on such date as provided in Section 2A.2(iii) abovethe other Obligations, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the each Borrower hereby pledges and grants to the Administrative Agent, for the ratable benefit of each of the Administrative Agent, the Issuing Banks and the Revolving LendersLenders as provided herein, a security interest in all of its right, title and interest in and to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit the balances from time to time in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless (including the investments and until so required under Section 2A.2(iii) or Section 8.1 hereofreinvestments therein provided for below). The Administrative Agent shall have the authority balances from time to establish, for the benefit of the Revolving Lenders, time in the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish constitute payment of any Letter of Credit Liabilities until applied by the Issuing Banks as provided herein. Anything in this Agreement to the contrary notwithstanding, funds held in the Letter of Credit Collateral Account prior shall be subject to withdrawal only as provided in this Section. (b) Amounts on deposit in the occurrence Letter of a Default Credit Collateral Account shall not be invested without the consent of the Borrowers and shall only be invested in Cash Equivalents approved by Administrative Agent in its sole discretion. All such investments and reinvestments shall be held in the name of and be under Section 7.6 or 7.7.the sole dominion and control of the Administrative Agent for the ratable benefit of the Administrative Agent, the Issuing Banks and the Revolving Lenders; provided, that all earnings on such investments will be credited to and retained in the Letter of Credit Collateral Account. The Administrative Agent shall exercise reasonable care in the custody and preservation of any funds held in the Letter of Credit Collateral Account and shall be deemed to have exercised such care if such funds are accorded treatment substantially equivalent to that which the Administrative Agent accords other funds

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon the request of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Lenders holding a Revolving LendersCommitment, a security interest in and to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior to the occurrence of a Default under Section 7.6 or 7.7.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately upon the request occurrence of the Administrative Agent a Default, or prior to the Revolving Facility Credit Termination Date if a Facility Letter of Credit is outstanding and unexpired on such date as provided in Section 2A.2(iii) above, establish a special collateral account (the “Letter of Credit Collateral Account”) at the Administrative Agent’s office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Credit Lenders, and in which the Borrower shall have no interest other than as set forth in Section 8.1. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Credit Termination Date related to any such outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby grants to the Administrative Agent, for the benefit of each of the Revolving Credit Lenders, a security interest in and LEGAL02/41239043v9 to the Letter of Credit Collateral Account and any funds that may hereafter be on deposit in such account, including income earned thereon. The Revolving Credit Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit Collateral Account unless and until so required under Section 2A.2(iii) or Section 8.1 hereof. The Administrative Agent shall have the authority to establish, for the benefit of the Revolving Lenders, the Letter of Credit Collateral Account upon the occurrence of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish the Letter of Credit Collateral Account prior to the occurrence of a Default under Section 7.6 or 7.7.

Letter of Credit Collateral Account. The Borrower hereby agrees that it will immediately will, upon the request of the Administrative Agent or prior to the Revolving Facility Termination Date if a Facility Required Lenders and until the final expiration date of any Letter of Credit is outstanding and unexpired on such date thereafter so long as provided in Section 2A.2(iii) aboveany Obligations are payable hereunder, establish maintain a special collateral account pursuant to arrangements satisfactory to the Administrative Agent (the “Letter of Credit "LC Collateral Account”") at the Administrative Agent’s 's office at the address specified pursuant to Article XIII, in the name of the Borrower but under the sole dominion and control of the Administrative Agent, for the benefit of the Revolving Lenders, LC Issuer and in which the Lenders and the Borrower shall have no interest other than therein except as set forth in Section 8.18.3. The Letter of Credit Collateral Account shall hold the deposits the Borrower is required to make upon the Revolving Facility Termination Date related to any outstanding and unexpired Facility Letter of Credit or after a Default on account of any outstanding Facility Letters of Credit as described in Section 8.1. In addition to the foregoing, the Borrower hereby pledges, assigns and grants to the Administrative Agent, for the benefit of each of the Revolving LC Issuer and the Lenders, a security interest in all of the Borrower's right, title and interest in and to the Letter of Credit LC Collateral Account Account, all funds and any funds that Permitted Investments which may hereafter from time to time be on deposit in such account, including income earned thereon. The Revolving Lenders acknowledge and agree that the Borrower has no obligation to fund the Letter of Credit LC Collateral Account unless to secure the prompt and until so required under Section 2A.2(iii) or Section 8.1 hereofcomplete payment and performance of the Obligations. The Administrative Agent shall have will invest any funds on deposit from time to time in the authority to establish, for the benefit LC Collateral Account in Permitted Investments (other than those described in clause (i) of the Revolving Lenders, definition thereof) having a maturity not exceeding 30 days. Funds earned on such Permitted Investments shall be deposited into the Letter of Credit LC Collateral Account. Nothing in this Section 3.8 shall require the Borrower to deposit any funds in the LC Collateral Account upon or limit the occurrence right of a Default under Section 7.6 or 7.7; provided that, the Administrative Agent shall not establish to release any funds held in the Letter of Credit LC Collateral Account prior to the occurrence of a Default under in each case other than as required by Section 7.6 2.6 or 7.7Article 8.