Common use of Obligation of Facing Agent to Issue Letter of Credit Clause in Contracts

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice of Issuance, to issue for the account of Company one or more Letters of Credit in support of such obligations of Company or any of its Subsidiaries as is permitted to remain outstanding, provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided that any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding the Revolver Termination Date unless otherwise agreed by the Facing Agent; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1).

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination DateDate for the Multicurrency Revolving Facility with respect to Multicurrency Letters of Credit and the Canadian Revolver Termination Date with respect to Canadian Letters of Credit, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company the applicable Borrower one or more Letters of Credit (x) in the case of Multicurrency Standby Letters of Credit or Canadian Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company the applicable Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, provided in support of trade obligations as referenced in Section 2.10(a)(i), provided, that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Multicurrency Standby Letter of Credit and Canadian Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided provided, that (x) any Standby Letter of Credit or Canadian Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit’s date of issuance; (ii) (x) no Multicurrency Standby Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 10 days prior to the Revolver Termination Date unless otherwise agreed by for the Facing AgentMulticurrency Revolving Facility, (y) no Canadian Letter of Credit shall have an expiry date occurring later than 10 days prior to the Canadian Revolver Termination Date and (z) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Revolver Termination Date for the Multicurrency Revolving Facility; (iii) each Multicurrency Letter of Credit shall be denominated in Dollars Dollars, or in the respective Facing Agent’s sole discretion, an Alternative Currency Currency, and be payable on a sight basis and each Canadian Letter of Credit shall be denominated in Canadian Dollars and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and Crown Holdings to eliminate such Facing Agent’s risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders’ applicable Multicurrency Revolver Pro Rata Share or Canadian Revolver Pro Rata Share, as the case may be, of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company the applicable Borrower one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company the applicable Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, provided in support of trade obligations as referenced in Section 2.10(a)(i), provided, that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s date of issuance, provided provided, that (x) any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit’s date of issuance; (ii) (x) no Standby Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 10 days prior to the Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentRevolver Termination Date; (iii) each Letter of Credit shall be denominated in Dollars Dollars, or in the respective Facing Agent’s sole discretion, an Alternative Currency Currency, and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and Crown Holdings to eliminate such Facing Agent’s risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders’ applicable Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice of Issuance, to issue for the account of Company Company, European Holdco or any Other Subsidiary Borrower (other than any French Borrower) one or more Letters of Credit in support of such obligations LC Supportable Indebtedness of Company any Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder, provided that that, the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided that that, any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the 10th Business Day immediately preceding prior to the Revolver Termination Date unless otherwise agreed by the Facing AgentDate; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1).

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Restatement Date and prior to the Revolver Termination Date, following its receipt of the respective Notice of Issuance, to issue for the account of Company Company, European Holdco or any Other Subsidiary Borrower (other than any French Borrower) one or more Letters of Credit in support of such obligations of Company any Borrower or any of its Subsidiaries as is permitted to remain outstanding, provided that that, the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided that that, any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding the Revolver Termination Date unless otherwise agreed by the Facing AgentDate; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1).

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Effective Date and prior to the Revolver Termination DateDate for the Multicurrency Revolving Facility with respect to Multicurrency Letters of Credit and the Canadian Revolver Termination Date with respect to Canadian Letters of Credit, following its receipt of the respective Notice of Issuance, to issue for the account of Company the applicable Borrower but subject to the last sentence of Section 2.10(a)(i), one or more Letters of Credit in support of such the obligations of Company or the applicable Borrower, any of its Subsidiaries as is permitted to remain outstandingor any Unrestricted Entities, provided provided, that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereofEffective Date, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof Effective Date and which such Facing Agent in good xxxxx xxxxx material to it; (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit of the type described in Section 2.10(b)(iii)(A)(v); or (iiiii) the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. Agent. (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Multicurrency Letter of Credit and Canadian Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided provided, that any Multicurrency Letter of Credit or Canadian Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) (x) no Multicurrency Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 10 days prior to the Revolver Termination Date unless otherwise agreed by for the Facing AgentMulticurrency Revolving Facility and (y) no Canadian Letter of Credit shall have an expiry date occurring later than 10 days prior to the Canadian Revolver Termination Date; (iii) each Multicurrency Letter of Credit shall be denominated in Dollars Dollars, or in the respective Facing Agent’s sole discretion, an Alternative Currency Currency, and be payable on a sight basis and each Canadian Letter of Credit shall be denominated in Canadian Dollars and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event there is a Defaulting Lender, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent is satisfied that the related exposure and the Defaulting Lender’s then outstanding Letter of Credit Exposure will be 100% covered by the Revolving Commitments and Canadian Revolving Commitments of the Non-Defaulting Lenders and/or cash collateral will be provided by the Borrowers in a manner satisfactory to it and Crown Holdings to eliminate such Facing Agent’s risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders’ applicable Multicurrency Revolver Pro Rata Share or Canadian Revolver Pro Rata Share, as the case may be, of the applicable LC Obligations, and participating interests in any newly issued or increased Letter of Credit shall be allocated among Non-Defaulting Lenders in a manner consistent with Section 2.12(a)(i) (and such Defaulting Lender shall not participate therein).

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company the applicable Borrower (other than Canadian Borrowers) one or more standby Letters of Credit in support of such obligations LC Supportable Indebtedness of Company any Borrower or any of its Subsidiaries Affiliates as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder, provided that that, the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which 62 was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except no Letter of Credit shall be issued the Stated Amount of which, when added to the LC Obligations (exclusive of Unpaid Drawings relating to Letters of Credit which are repaid on the date of, and prior to the issuance of, the respective Letter of Credit) at such time, would exceed either (x) the applicable Borrower's LC Sublimit or (y) when added to the aggregate principal amount of all UK Revolving Loans and the UK Revolving Commitments at such time or, as set forth on Schedule 2.10(jthe case may be, of all Domestic Revolving Loans and Swing Line Loans then outstanding and, the Domestic Revolving Commitments at such time; (ii) subject to clause (iii), each Letter of Credit shall have an expiry date occurring not later than one year 26 months after such Letter of Credit’s 's date of issuance, provided that that, subject to clause (iii), any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Letter of Credit further automatic extension within a specified period of time prior to each scheduled extension date; (iiiii) no Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 364 days after the Revolver Termination Date unless otherwise agreed by Date, provided that, on or before the Facing AgentRevolver Termination Date, Borrower shall have complied with Section 2.10(b)(ii)(C) with respect to all outstanding Letters of Credit with any expiry date occurring after the Revolver Termination Date; (iiiiv) each Letter of Credit shall be denominated in Dollars or or, in the case of Letters of Credit for UK Borrower, an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and the applicable Borrower to eliminate such Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable UK Revolver Pro Rata Share or Domestic Revolver Pro Rata Share, as the case may be, of the applicable LC Obligations. (C) With respect to any Letter of Credit having an expiration date occurring later than the Revolver Termination Date, (i) each such Letter of Credit shall be replaced and there shall be delivered to the Facing Agent, on or prior to the Revolver Termination Date, a writing (to include a SWIFT message) signed or otherwise authenticated by the beneficiary named therein agreeing to the cancellation of such Letter of Credit or (ii) the applicable Borrower shall have, not later than ten (10) Business Days prior to the Revolver Termination Date, secured its obligations under such Letter of Credit with a back-to-back letter of credit that is in an amount equal to the face amount of such Letter of Credit, in form and substance, and issued by a financial institution, acceptable to Administrative Agent and Facing Agent in their sole discretion. The obligations of each LC Participant with respect to such Letter of Credit shall terminate upon compliance with the foregoing.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Closing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of the Company one or more Letters of Credit (i) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of the Company or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (ii) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section 2.10(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereofClosing Date, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof Closing Date and which such Facing Agent in good faitx xxxxx xxxxx material xxxerial to it; : or (ii) such Facing Agent shall have received notice from a Borrower or the Required Lenders prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(A)(vi). (A) Notwithstanding the foregoing, (i) except as set forth no Letter of Credit shall be issued the Stated Amount of which, when added to the LC Obligations (exclusive of Unpaid Drawings relating to Letters of Credit which are repaid on Schedule 2.10(j)the date of, and prior to the issuance of, the respective Letter of Credit) at such time, would exceed either (x) $10,000,000 or (y) when added to the Assigned Dollar Value of the aggregate principal amount of all Revolving Loans and Swing Line Loans then outstanding, the Revolving Commitments at such time; (ii) (x) each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided that any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding the Revolver Termination Date unless otherwise agreed by the Facing Agent; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1).,

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Closing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice of Issuance, to issue for the account of Company or any Other Subsidiary Borrower, but subject to the last sentence of Section 2.10(a), one or more Letters of Credit in support of such obligations of Company one or more of the Borrowers, any of its their Subsidiaries and any Unrestricted Entities as is permitted to remain outstanding, ; provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j)) or as Company and the applicable Facing Agent otherwise agree, each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, ; provided that any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding the Revolver Termination Date for the Facility under which such Letter of Credit was issued unless otherwise agreed by the respective Facing Agent; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the any other amount of Lenders to the extent required by Section 12.1).

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject ---------------------------------------------------- to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section -------- 2.8(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the -------- time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx faith deems material to it; or (ii) Facing Agent shall have received notice from any Lender prior to the issuance of such Letter issuancx xx xxxx Xetter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generallythe type described in Section 2.8(b)(ii)(A)(v). ------------------------ (A) Notwithstanding the foregoing, (i) except other than the Standby Letter of Credit issued on the Initial Borrowing Date as set forth on Schedule 2.10(j)part of the Refinancing, each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided provided, that any Standby Letter of Credit may be automatically extendable for periods of up to one -------- year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit's date of issuance; (ii) (x) no Standby Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 10 days prior to the Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentRevolver Termination Date; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 50,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). ------------ (B) Notwithstanding the foregoing, in the event a Lender Default exists, Facing Agent shall not be required to issue any Letter of Credit unless Facing Agent has entered into arrangements satisfactory to it and Company to eliminate Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company Borrower one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, provided in support of trade obligations as referenced in SECTION 2.9(a), PROVIDED that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in SECTION 2.9(b)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), (x) each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided PROVIDED, that any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit's date of issuance; (ii) (x) no Standby Letter of Credit shall have an expiry date occurring later than the 5th Business Day immediately preceding prior to the Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentRevolver Termination Date; (iii) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section SECTION 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and Borrower to eliminate such Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable Domestic Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each The Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company Borrower one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section 2.9(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good faitx xxxxx xxxxx material xxxerial to it; : or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.9(b)(A)(vi). (A) Notwithstanding the foregoing, (i) except as set forth no Letter of Credit shall be issued the Stated Amount of which, when added to the LC Obligations (exclusive of Unpaid Drawings relating to Letters of Credit which are repaid on Schedule 2.10(j)the date of, and prior to the issuance of, the respective Letter of Credit) at such time, would exceed either (x) $25,000,000 or (y) when added to the aggregate principal amount of all Revolving Loans and Swing Line Loans then outstanding, the Revolving Commitments at such time; (ii) (x) each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided provided, that any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension date; date and (iiy) no each Commercial Letter of Credit shall have an expiry date occurring not later than the Business Day immediately preceding the Revolver Termination Date unless otherwise agreed by the Facing Agent; (iii) each 180 days after such Commercial Letter of Credit shall be denominated Credit's date (B) Notwithstanding the foregoing, in Dollars or an Alternative Currency and be payable on the event a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) Lender Default exists, no Facing Agent will shall be required to issue any Letter of Credit after unless the respective Facing Agent has entered into arrangements satisfactory to it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as and Borrower to eliminate such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders Agent's risk with respect to the extent required participation in Letters of Credit of the Defaulting Lender or Lenders, including by Section 12.1)cash collateralizing such Defaulting Lender or Lenders' applicable Commitment Percentage of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees shall (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of the Company or any of its Subsidiary Borrowers one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations Indebtedness of the Company or any of its Subsidiaries Subsidiary Borrowers as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section 2.9(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.9(b)(ii)(A). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Standby Letter of Credit (other than certain Letters of Credit issued on the Effective Date) shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided provided, that any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit's date of issuance; (ii) (x) no Standby Letter of Credit shall have an expiry date occurring later than the Business Day immediately preceding 10 days prior to the Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentRevolver Termination Date; (iii) each Letter of Credit shall be denominated in Dollars Dollars, or in the Facing Agent's discretion, an Alternative Currency Currency, and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and Borrower to eliminate such Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Closing Date and prior to the Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of the Company one or more Letters of Credit (i) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of the Company or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (ii) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section 2.10(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereofClosing Date, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof Closing Date and which such Facing Agent in good xxxxx xxxxx material to it; : or (ii) such Facing Agent shall have received notice from a Borrower or the Required Lenders prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(A)(vi). (A) Notwithstanding the foregoing, (i) except as set forth no Letter of Credit shall be issued the Stated Amount of which, when added to the LC Obligations (exclusive of Unpaid Drawings relating to Letters of Credit which are repaid on Schedule 2.10(j)the date of, and prior to the issuance of, the respective Letter of Credit) at such time, would exceed either (x) $10,000,000 or (y) when added to the Assigned Dollar Value of the aggregate principal amount of all Revolving Loans and Swing Line Loans then outstanding, the Revolving Commitments at such time; (ii) (x) each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s 's date of issuance, provided provided, that any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit's date of issuance; (iiiii) (x) no Standby Letter of Credit shall have an expiry date occurring later than the Business Day immediately next preceding the Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentTermination Date; (iiiiv) each Letter of Credit shall be denominated in Dollars or an Alternative Currency and be payable on a sight basis; (ivv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 500,000 or such lesser amount as is acceptable to the respective Facing Agent; and (vvi) no Facing Agent will issue any Letter of Credit after it has received written notice from Company a Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and the Company to eliminate such Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Multicurrency Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company Company, European Holdco or any Subsidiary Borrower one or more Letters of Credit in support of such obligations LC Supportable Indebtedness of Company any Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder, provided that that, the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx faith deems material to it; or (ii) sucx Xxxxxx Xxent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s 's date of issuance, provided that that, any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the 10th Business Day immediately preceding prior to the Multicurrency Revolver Termination Date unless otherwise agreed by the Facing AgentDate; (iii) each Letter of Credit shall be denominated in Dollars or an or, in the respective Facing Agent's sole discretion, Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and the applicable Borrower to eliminate such Facing Agent's risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders' applicable Multicurrency Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Multicurrency Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, issue, subject to issue Section 2.10(a), for the account of Company the applicable Borrower one or more Letters of Credit (x) in the case of Standby Letters of Credit, in support of such obligations LC Supportable Indebtedness of Company or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder and (y) in the case of Commercial Letters of Credit, in support of trade obligations as referenced in Section 2.10(a), provided that the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), (x) each Standby Letter of Credit shall have an expiry date occurring not later than one year after such Standby Letter of Credit’s date of issuance, provided provided, that any Standby Letter of Credit may be automatically extendable for periods of up to one year so long as such Standby Letter of Credit provides that the respective Facing Agent retains an option option, satisfactory to such Facing Agent, to terminate such Standby Letter of Credit within a specified period of time prior to each scheduled extension datedate and (y) each Commercial Letter of Credit shall have an expiry date occurring not later than 180 days after such Commercial Letter of Credit’s date of issuance; (ii) (x) no Standby Letter of Credit shall have an expiry date occurring later than 10 days prior to the Business Day immediately preceding the Multicurrency Revolver Termination Date unless otherwise agreed by and (y) no Commercial Letter of Credit shall have an expiry date occurring later than 30 days prior to the Facing AgentMulticurrency Revolver Termination Date; (iii) each Letter of Credit shall be denominated in Dollars Dollars, or in the Facing Agent’s discretion, an Alternative Currency Currency, and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and Company to eliminate such Facing Agent’s risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders’ applicable Multicurrency Revolver Pro Rata Share of the applicable LC Obligations.

Obligation of Facing Agent to Issue Letter of Credit. Each Facing Agent agrees may agree, in its sole discretion, that it will (subject to the terms and conditions contained herein), at any time and from time to time on or after the Initial Borrowing Date and prior to the Multicurrency Revolver Termination Date, following its receipt of the respective Notice Letter of IssuanceCredit Request, to issue for the account of Company Company, European Holdco or any Other Subsidiary Borrower one or more Letters of Credit in support of such obligations LC Supportable Indebtedness of Company any Borrower or any of its Subsidiaries as is permitted to remain outstandingoutstanding without giving rise to an Event of Default or Unmatured Event of Default hereunder, provided that that, the respective Facing Agent shall be under no obligation to issue any Letter of Credit of the types described above if at the time of such issuance: (i) any order, judgment or decree of any Governmental Authority or arbitrator shall purport by its terms to enjoin or restrain such Facing Agent from issuing such Letter of Credit or any Requirement of Law applicable to such Facing Agent from any Governmental Authority with jurisdiction over such Facing Agent shall prohibit, or request that such Facing Agent refrain from, the issuance of letters of credit generally or such Letter of Credit in particular or shall impose upon such Facing Agent with respect to such Letter of Credit any restriction or reserve or capital requirement (for which such Facing Agent is not otherwise compensated) not in effect on the date hereof, or any unreimbursed loss, cost or expense which was not applicable, in effect or known to such Facing Agent as of the date hereof and which such Facing Agent in good xxxxx xxxxx material to it; or (ii) such Facing Agent shall have received notice from any Lender prior to the issuance of such Letter of Credit would violate one or more policies of such Facing Agent applicable to letters of credit generally. the type described in Section 2.10(b)(ii)(A)(v). (A) Notwithstanding the foregoing, (i) except as set forth on Schedule 2.10(j), each Letter of Credit shall have an expiry date occurring not later than one year after such Letter of Credit’s date of issuance, provided that that, any Letter of Credit may be automatically extendable for periods of up to one year so long as such Letter of Credit provides that the respective Facing Agent retains an option satisfactory to such Facing Agent, to terminate such Letter of Credit within a specified period of time prior to each scheduled extension date; (ii) no Letter of Credit shall have an expiry date occurring later than the 10th Business Day immediately preceding prior to the Multicurrency Revolver Termination Date unless otherwise agreed by the Facing AgentDate; (iii) each Letter of Credit shall be denominated in Dollars or an or, in the respective Facing Agent’s sole discretion, Alternative Currency and be payable on a sight basis; (iv) the Stated Amount of each Letter of Credit shall not be less than the Dollar Equivalent of $100,000 or such lesser amount as is acceptable to the respective Facing Agent; and (v) no Facing Agent will issue any Letter of Credit after it has received written notice from Company the applicable Borrower or the Required Lenders stating that an Event of Default or Unmatured Event of Default exists until such time as such Facing Agent shall have received a written notice of (x) rescission of such notice from the party or parties originally delivering the same or (y) a waiver of such Event of Default or Unmatured Event of Default by the Required Lenders (or all the Lenders to the extent required by Section 12.1). (B) Notwithstanding the foregoing, in the event a Lender Default exists, no Facing Agent shall be required to issue any Letter of Credit unless the respective Facing Agent has entered into arrangements satisfactory to it and the applicable Borrower to eliminate such Facing Agent’s risk with respect to the participation in Letters of Credit of the Defaulting Lender or Lenders, including by cash collateralizing such Defaulting Lender or Lenders’ applicable Multicurrency Revolver Pro Rata Share of the applicable LC Obligations.