Common use of Letter of Credit Participations Clause in Contracts

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer an Issuing Lender of any Letter of Credit, the Letter of Credit Issuer such Issuing Lender shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (eachin its capacity under this Section 3.04, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Lender, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's ’s RL PercentagePercentage (plus, with respect to any Lender, any additional amount of Letter of Credit Exposure related to such Letter of Credit that was allocated to such Lender pursuant to Section 2.14(b)(i)), in such Letter of Credit, each substitute Letter of Credit, each drawing or payment made thereunder and the obligations of the Borrower Agent under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) thereto, and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or RL Percentages of the XX Xxxxx Lenders pursuant to Section 1.13 2.13, 2.15 or 12.04(b) or otherwise13.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.04 to reflect the new RL Percentages of the assigning assignor and assignee BanksLender, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Commitment, and each such RL Bank (each, a each an "L/C Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b2.7(c) and the L/C Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise11.6(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2A.5 to reflect the new RL Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Percentages of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b13.04(b) or otherwiseupon a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Percentages of the assigning and assignee BanksLender or of all Lenders, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer Issuing Bank of any Letter of Credit, the Letter of Credit Issuer Issuing Bank shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuersuch Issuing Bank, without recourse recourse, representation or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b2.01(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b2.01(c) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksRF Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantRL Bank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.04(a) to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing FeesFees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other A RL Bank, and each such A RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's A RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the U.S. Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx A RL Banks as provided in Section 3.01(bSectiox 0.00(x) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the A Revolving Loan Commitments of the XX Xxxxx A RL Banks pursuant to Section 1.13 or Sectiox 0.00 xr 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new A RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Lender’s Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b3.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b2.01(g) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 1.13, 1.14 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksRF Lenders.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower Company under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing FeesFees with respective to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters Letter of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee BanksBank.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b2.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksLenders.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Lender’s Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b4.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Credit, credit and each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments Commitment of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Percentages of the assigning and assignee BanksBank.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b3.1(b) and the Participants shall have no right to receive any portion of any Facing FeesFees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.4 to reflect the new RL Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b2.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksRF Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolver Lender, and each such RL Bank Revolver Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolver Lender’s Dollar Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Workflow under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolver Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Dollar Percentages of the XX Xxxxx Revolver Lenders pursuant to Section 1.13 or 12.04(b) or otherwisethis Agreement, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Dollar Percentages of the assigning and assignee Banksvarious Revolver Lenders.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Commitment, and each such RL Bank (each, a "each an “L/C Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Bank’s Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b2.7(c) and the L/C Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise10.6(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2A.5 to reflect the new RL Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Tranche A Revolving Loan Commitment, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Company under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Tranche A Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 1.10(c)(ii) or 12.04(b) or otherwise, or upon the occurrence of a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Banks or of all Non-Defaulting Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL RC Bank, and each such RL RC Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksBank or of all XX Xxxxx, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment ad justment to the participations pursuant to this Section 2.04 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 3.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 2.4 to reflect the new RL Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Adjusted RF Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Adjusted RF Percentages pursuant to Section 1.13 or and/or 12.04(b) or otherwiseand/or as a result of a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Adjusted RF Percentages of all of the assigning and assignee BanksLenders with Revolving Commitments as a result thereof.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b2.01(g) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksRF Lenders.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit (and on the Fourth Restatement Effective Date, in the case of Existing Letters of Credit), the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender (each such other RL Lender, in its capacity under this Section 2.03, a “Participant”), and each such RL Bank (each, a "Participant") Participant shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “participation”), to the extent of such Participant's ’s RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor that remains in effect after the Original Effective Date, or guaranty pertaining thereto (although Letter of Credit Fees shall will be payable paid directly to the Administrative Agent for the ratable account of the XX Xxxxx Participants as provided in Section 3.01(b3.01(c) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto). Upon any change in the Revolving Loan Commitments of the XX Xxxxx RL Lenders pursuant to Section 1.13 1.14, 1.16 or 12.04(b) or otherwise12.04, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.03 to reflect the new RL Percentages of the assigning assignor and assignee BanksRL Lender and of all RL Lenders.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any a Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b3.01(c) and the Participants shall have no right to receive any portion of any Facing FeesFees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee BanksBank.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, ’s Revolving Percentage in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b3.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments Commitment of the XX Xxxxx any Revolving Lender pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the issuance by the Letter of Credit Issuer of any Letter of Credit, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL RC Bank, and each such RL RC Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be 14 payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksRC Bank or of all XX Xxxxx, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the each Letter of Credit Issuer of any Letter of CreditIssuance, the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a Revolving Commitment, and each such RL Bank Lender (each, each a "“Letter of Credit Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participationparticipation (an “Letter of Credit Participation”), to the extent of such Participant's RL PercentageLender’s Revolving Facility Percentage of the Stated Amount of such Letter of Credit in effect at such time of issuance, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and thereunder, the obligations of the Borrower any Letter of Credit Obligor under this Agreement with respect thereto (although Letter of Credit Fees relating thereto shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b) 4.1 and the Letter of Credit Participants shall have no right to receive any portion of any Facing Feesfees of the nature contemplated by Section 4.1(c) or Section 4.1(e)), the obligations of any Letter of Credit Obligor under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining thereto. Upon to, any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banksforegoing.

Letter of Credit Participations. (a) Immediately upon the issuance by the any Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Revolving Commitment, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL RF Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL RF Percentages of the assigning and assignee BanksBank.

Letter of Credit Participations. (a) Immediately upon the issuance by the a Letter of Credit Issuer of any Letter of Credit, the such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "L/C Participant") shall be deemed irrevocably and unconditionally to have purchased and received from the such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantRL Bank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the L/C Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.04(a) to reflect the new RL Percentages of the assigning and assignee Banks.