Common use of Letter of Credit Commitment Clause in Contracts

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each U.S. L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars for the account of the U.S. Borrower, and to amend or renew U.S. Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (w) the Total U.S. Outstandings shall not exceed the Aggregate U.S. Commitments, (x) the aggregate Outstanding Amount of the U.S. Committed Loans of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. Borrower’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each U.S. the L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or in one or more Alternative Currencies for the account of the U.S. BorrowerCompany or its Subsidiaries, and to amend or renew U.S. extend Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower Company or its Subsidiaries and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (wx) the Total U.S. Outstandings shall not exceed the Aggregate U.S. Commitments, (xy) the aggregate Outstanding Amount of the U.S. Committed Loans Revolving Credit Exposure of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans Lender shall not exceed such Lender’s U.S. Commitment, (y) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) the L/C Obligations with respect to Letters of Credit denominated in Alternative Currencies shall not exceed such the Alternative Currency L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. BorrowerSublimit. Each request by the U.S. Borrower for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower Company that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. BorrowerCompany’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower Company may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth hereinhereof, (A) each U.S. L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, (1) from time to time on any Business Day during the period from the Closing Date until Commitment Period, the Letter of Credit Expiration Date, to Issuer shall issue U.S. such Letters of Credit denominated in U.S. Dollars for or in one or more other Alternative Currencies and in such aggregate face amounts as the account Borrowers may request; provided that: (i) on the date of issuance, the Dollar Equivalent of the U.S. Borrower, and to amend or renew U.S. Letters of Credit previously issued by it, in accordance with subsection Principal Obligations (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower and any drawings thereunder; provided that after giving effect to the issuance of any U.S. L/C Credit Extension with respect to any U.S. such Letter of Credit, (w) the Total U.S. Outstandings shall will not exceed the Aggregate U.S. Commitments, Available Commitment as of such date; (xii) the aggregate Outstanding Amount Dollar Equivalent of the U.S. Committed Loans Letter of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall Credit Liability will not exceed the Letter of Credit Sublimit, and ; (ziii) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower for the issuance or amendment of a U.S. each Letter of Credit shall be deemed in a minimum amount of $100,000 (or such lesser amount as the Administrative Agent and the Letter of Credit Issuer agree in writing); (iv) the expiry date of the Letter of Credit shall not be later than (A) twelve (12) months after the date of issuance (subject to automatic renewal for additional one year periods pursuant to the terms of the Letter of Credit Application or other documentation acceptable to the Letter of Credit Issuer) without the Letter of Credit Issuer’s consent, in its sole discretion, or (B) thirty (30) days prior to the Stated Maturity Date, or, provided that (x) the Borrowers have complied with Section 2.14(h) by no later than thirty (30) days prior to the Stated Maturity Date (or such later date as the Letter of Credit Issuer may agree to in its sole discretion, if the Letter of Credit is being rolled over into a new revolving facility or the Borrowers have requested an extension of the Stated Maturity Date) and (y) the Letter of Credit Issuer and the Lenders have consented to such later termination date in their sole discretion, no later than one (1) year after the Stated Maturity Date; (v) each Letter of Credit shall be a representation by subject to the U.S. Borrower that the U.S. L/C Credit Extension so requested complies with the conditions Uniform Customs and/or ISP98, as set forth in the proviso Letter of Credit Application or as determined by the Letter of Credit Issuer and, to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereofextent not inconsistent therewith, the U.S. Borrower’s ability to obtain U.S. Letters laws of the State of New York; and (vi) the Letter of Credit Issuer shall be fully revolving, and accordingly the U.S. Borrower may, during the foregoing period, obtain U.S. Letters under no obligation to issue any Letter of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant heretoif, and from and after the Closing Date (A) any order, judgment or decree of any Governmental Authority or arbitrator shall be subject by its terms purport to enjoin or restrain the Letter of Credit Issuer from issuing such Letter of Credit, or any applicable Law applicable to the Letter of Credit Issuer or any request or directive (whether or not having the force of law) from any Governmental Authority with jurisdiction over the Letter of Credit Issuer shall prohibit, or request that the Letter of Credit Issuer refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon the Letter of Credit Issuer with respect to such Letter of Credit any restriction, reserve or capital requirement (for which the Letter of Credit Issuer is not otherwise compensated hereunder) not in effect on the Closing Date or shall impose upon the Letter of Credit Issuer any unreimbursed loss, cost or expense which was not applicable on the Closing Date and governed by which the terms and conditions hereofLetter of Credit Issuer deems material to it, (B) the Borrowers have not provided the information necessary for the Letter of Credit Issuer to complete the form of Letter of Credit, (C) the issuance of such Letter of Credit would violate applicable Law or one or more policies of the Letter of Credit Issuer, or (D) the Letter of Credit Issuer does not as of the issuance date of such requested Letter of Credit issue Letters of Credit in the requested currency.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each the U.S. L/C Issuer agrees, in reliance upon the agreements of the other U.S. Revolving Credit Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or one or more Alternative Currencies for the account of the U.S. BorrowerCompany or its Subsidiaries, and to amend or renew extend U.S. Letters of Credit previously issued by it, in accordance with subsection (b) belowSection 2.03(b), and (2) to honor drawings under the U.S. Letters of Credit; and (B) the U.S. Revolving Credit Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower Company or its Subsidiaries and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (wI) the Total U.S. Revolving Credit Outstandings shall not exceed the Aggregate U.S. CommitmentsRevolving Credit Facility, (xII) the aggregate Outstanding Amount of the U.S. Committed Revolving Credit Loans of any U.S. Revolving Credit Lender, plus such Lender’s Pro Rata Share Applicable U.S. Revolving Credit Percentage of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share Applicable U.S. Revolving Credit Percentage of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Revolving Credit Commitment, and (yIII) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the U.S. Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower Company for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower Company that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. BorrowerCompany’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly accordingly, the U.S. Borrower Company may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each the U.S. L/C Issuer agrees, in reliance upon the agreements of the other U.S. Revolving Credit Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Restatement Effective Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars for the account of the U.S. BorrowerBorrower or its Subsidiaries, and to amend or renew extend U.S. Letters of Credit previously issued by it, in accordance with subsection (b) belowSection 2.03(b), and (2) to honor drawings under the U.S. Letters of Credit; and (B) the U.S. Revolving Credit Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower or its Subsidiaries and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (wI) the Total U.S. Revolving Credit Outstandings shall not exceed the Aggregate U.S. CommitmentsRevolving Credit Facility, (xII) the aggregate Outstanding Amount of the U.S. Committed Revolving Credit Loans of any U.S. Revolving Credit Lender, plus such Lender’s Pro Rata Share Applicable U.S. Revolving Credit Percentage of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share Applicable U.S. Revolving Credit Percentage of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Revolving Credit Commitment, and (yIII) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the U.S. Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. Borrower’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly accordingly, the U.S. Borrower may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Restatement Effective Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth hereinherein (including Section 2.01(c)), (A) each U.S. L/C Issuer agrees, in reliance upon the agreements of the other Tranche 1 Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Effective Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or in one or more Alternative Currencies for the account of the U.S. BorrowerCompany or any Subsidiary, and to amend or renew U.S. extend, Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Tranche 1 Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower Company and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (w) the L/C Obligations issued by and owing to any L/C Issuer shall not exceed its L/C Commitment unless otherwise agreed to by such L/C Issuer in its sole discretion, and shall not exceed the Letter of Credit Sublimit in any event, (x) the Total U.S. Tranche 1 Outstandings shall not exceed the Aggregate U.S. Tranche 1 Commitments, (x) the aggregate Outstanding Amount of the U.S. Committed Loans of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum Revolving Credit Exposure of any Tranche 1 Lender shall not exceed such Tranche 1 Lender’s Tranche 1 Commitment, and (z) the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower Company for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower Company that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. BorrowerCompany’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower Company may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Effective Date shall be subject to and governed by the terms and conditions hereof.. 55

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth hereinherein (including Section 2.01(c)), (A) each U.S. L/C Issuer agrees, in reliance upon the agreements of the other Tranche 1 Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Effective Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or in one or more Alternative Currencies for the account of the U.S. BorrowerCompany or any Subsidiary, and to amend or renew U.S. extend, Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Tranche 1 Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower Company and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (w) the L/C Obligations issued by and owing to any L/C Issuer shall not exceed its L/C Commitment unless otherwise agreed to by such L/C Issuer in its sole discretion, and shall not exceed the Letter of Credit Sublimit in any event, (x) the Total U.S. Tranche 1 Outstandings shall not exceed the Aggregate U.S. Tranche 1 Commitments, (x) the aggregate Outstanding Amount of the U.S. Committed Loans of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum Revolving Credit Exposure of any Tranche 1 Lender shall not exceed such Tranche 1 Lender’s Tranche 1 Commitment, and (z) the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower Company for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower Company that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. BorrowerCompany’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower Company may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Effective Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each U.S. the L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or in one or more Alternative Currencies for the account of the U.S. BorrowerBorrower or its Subsidiaries, and to amend or renew U.S. extend Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of Credit; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower or its Subsidiaries and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (w) the Total U.S. Outstandings shall not exceed the Aggregate U.S. Commitments, (x) the aggregate Outstanding Amount of the U.S. Committed Loans of any Lender, plus such Lender’s Pro Rata Share Applicable Percentage of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share Applicable Percentage of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the aggregate Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) all Committed Loans denominated in Alternative Currencies plus the aggregate Outstanding Amount of all L/C Obligations with respect to Letters of Credit denominated in Alternative Currencies shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. BorrowerAlternative Currency Sublimit. Each request by the U.S. Borrower for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. Borrower’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) Subject to the terms and conditions set forth herein, (A) each U.S. L/C Issuer agrees, in reliance upon the agreements of the other Lenders set forth in this Section 2.042.03, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars or in one or more Alternative Currencies for the account of the U.S. BorrowerBorrower or its Subsidiaries, and to amend or renew U.S. extend Letters of Credit previously issued by it, in accordance with subsection (b) below, and (2) to honor drawings under the U.S. Letters of CreditCredit issued by it; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower or its Subsidiaries and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. Letter of Credit, (wx) the Total U.S. Outstandings shall not exceed the Aggregate U.S. Commitments, (xy) the aggregate Outstanding Amount of the U.S. Committed Loans Total Credit Exposure of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans Lender shall not exceed such Lender’s U.S. Commitment, and (yz) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the Letter of Credit Sublimit, and (z) the Outstanding Amount of such L/C Issuer’s (and, if applicable, its Canadian Affiliate’s) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with the U.S. Borrower. Each request by the U.S. Borrower for the issuance or amendment of a U.S. Letter of Credit shall be deemed to be a representation by the U.S. Borrower that the U.S. L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the U.S. Borrower’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

Letter of Credit Commitment. (i) 2.3a Issuance of Letters of Credit. Subject to the further terms ----------------------------- and conditions of this Agreement and in reliance upon the representations and warranties set forth herein, (A) each U.S. L/C Issuer agrees, in reliance the Issuing Bank agrees to issue upon the agreements request of the other Lenders set forth in this Section 2.04Borrower to the Issuing Bank, (1) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date, to issue U.S. Letters of Credit denominated in U.S. Dollars for the account of the U.S. Borrower, Borrower or a Subsidiary of the Borrower in an aggregate Stated Amount not to exceed TEN MILLION DOLLARS ($10,000,000) at any one time outstanding (as may be increased or reduced and reinstated from time to amend or renew U.S. Letters of Credit previously issued by it, time in accordance with subsection (b) below, the terms and (2) to honor drawings under the U.S. Letters provisions hereof). The Stated Amount of Credit; and (B) the Lenders severally agree to participate in U.S. Letters of Credit issued for the account of the U.S. Borrower and any drawings thereunder; provided that after giving effect to any U.S. L/C Credit Extension with respect to any U.S. each Letter of Credit, (w) while the Total U.S. Outstandings same is issued and outstanding, shall not be deducted from the maximum amount otherwise available under the Commitment. By way of illustration, if there are outstanding at any one time Letters of Credit having an aggregate Stated Amount of $5,000,000, the maximum availability under the Commitment, without accounting for reductions which are a function of voluntary permanent reductions, would be $95,000,000. No Letters of Credit may be issued hereunder to the extent the Stated Amount thereof together with the aggregate amount of Disbursements made under Subsection 2.1a, would exceed the Aggregate U.S. Commitments, maximum availability under the Commitment (x) as may be reduced pursuant to the aggregate Outstanding Amount terms of the U.S. Committed Loans of any Lender, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. L/C Obligations, plus such Lender’s Pro Rata Share of the Outstanding Amount of all U.S. Swing Line Loans shall not exceed such Lender’s U.S. Commitment, (y) the sum of the Outstanding Amount of the U.S. L/C Obligations plus the Outstanding Amount of the Canadian L/C Obligations shall not exceed the this Subsection 2.3a or Subsection 2.1f hereof). No Letter of Credit Sublimit, and issued pursuant hereto shall have an initial term which exceeds twelve (z12) months from the Outstanding Amount date of such L/C Issuer’s issuance (and, if applicable, its Canadian Affiliate’sexcept the Existing Letters of Credit) L/C Obligations shall not exceed such L/C Issuer’s L/C Issuer Global Commitment unless such U.S. L/C Issuer agrees otherwise in writing with nor have an expiration date later than fifteen (15) days prior to the U.S. BorrowerRevolving Credit Termination Date. Each request by the U.S. Borrower for At least three (3) Business Days prior to the issuance or amendment of a U.S. any Letter of Credit hereunder the Borrower shall be deemed complete and deliver to be a representation by the U.S. Borrower that Issuing Bank the U.S. L/C Issuing Bank's then current form of Application for Letter of Credit. The issuance of each Letter of Credit Extension so requested complies in accordance with the conditions provisions of this Subsection 2.3a shall require the satisfaction of each condition set forth in the proviso to the preceding sentence. Within the foregoing limits, Sections 6.1 and subject to the terms and conditions hereof, the U.S. Borrower’s ability to obtain U.S. Letters of Credit shall be fully revolving, and accordingly the U.S. Borrower may, during the foregoing period, obtain U.S. Letters of Credit to replace U.S. Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing U.S. Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions 6.2 hereof.