Common use of Other Lenders' Participation Clause in Contracts

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability Obligation and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one (1) Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.4.3 with respect to each Letter of Credit (other than the issuance and processing fees and other charges payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.4.3) and of interest payable pursuant to Section 3.2 3.4 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the such Issuer, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, and the such Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be responsible for reimbursing promptly (and in any event within one Business Day) the applicable Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be entitled to receive a ratable portion of the Letter letter of Credit credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the applicable Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability contingent liability of such Issuer and the right to receive any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be responsible for reimbursing promptly (and in any event the applicable Issuer within one Business DayDay of receiving (a) notice from the Issuer for that such Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.32.6.3 or (b) notice from the Administrative Agent (who will have received such notice from the Borrower) that the Borrower intends to refinance such Reimbursement Obligation with a Revolving Loan. In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Revolving Loan Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.32.11(d). In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.6(c) with respect to each Letter of Credit (other than the fronting and issuance fees payable to an Issuer pursuant to Section 3.6(c)(i)(1) and Section 3.6(c)(ii)) and of interest payable pursuant to Section 3.2 3.3 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to promptly receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 2.6.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretohereto (or the continuation of an Existing Letter of Credit hereunder), and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower WWI in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower WWI or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be responsible for reimbursing promptly (and in any event the Issuer within one Business Day) Day of receiving notice from the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.32.7.2 and Section 2.7.3 (with the terms of this Section surviving the termination of this Agreement). In addition, such Revolving Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.3.2 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.2(b)) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability Obligation and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one (1) Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.4.3 with respect to each Letter of Credit (other than the issuance and processing fees and other charges payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.4.3) and of interest payable pursuant to Section 3.2 3.4 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this SectionSection 2.6.3, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each U.S. Revolving Loan Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of U.S. Revolving LoansLoan Percentage, and from the Issuer shall be deemed to have irrevocably granted and sold to of such Lender Letter of Credit a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such U.S. Revolving Loan Lender shall, to the extent of its Percentage in respect of U.S. Revolving LoansLoan Percentage, be responsible for reimbursing promptly (and obligated to fund its purchase of such participation by paying to such Issuer the amount of such participation in any event within one immediately available funds on the next Business Day) Day after a Disbursement is made by such Issuer under such Letter of Credit if the Company has failed to reimburse such Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in full in accordance with Section 2.6.3. In addition, such U.S. Revolving Loan Lender shall, to the extent of its Percentage in respect of U.S. Revolving LoansLoan Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable to such Issuer pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to such Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any U.S. Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this Sectionfunded its purchase of such participation, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Company or otherwise) by such Issuer in respect of such DisbursementReimbursement Obligation.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretohereto (or the continuation of an Existing Letter of Credit hereunder), and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one three Business DayDays following the Disbursement Date) the Issuer for Reimbursement Obligations arising under the Letter of Credit issued by the Issuer which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive (i) a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.3.2 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer with respect to such Letter of Credit pursuant to the last sentence of Section 3.3.2) and (ii) from the date that such Lender has reimbursed the Issuer in accordance with the first sentence of this Section, (A) the interest payable pursuant to Section 3.2 2.6.2 and, if applicable, (B) the interest payable pursuant to Section 3.2.2 with respect to any Reimbursement ObligationObligation not paid when due. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the a Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.32.7.3 of receiving notice from the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrowers in accordance with Section 2.7.3 (with the terms of this Section surviving the termination of this Agreement). In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretohereto (or the continuation of an Existing Letter of Credit hereunder), and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower WWI in accordance with Section SECTION 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.to

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretohereto (or the continuation of an Existing Letter of Credit hereunder), and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower WWI in accordance with Section SECTION 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section SECTION 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section SECTION 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower WWI or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each ----------------------------- Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, ------------- such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of ------------- Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable ------------- pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the ----------- extent that any Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoAutomatically, and without further action, upon the issuance of each Pro-Rata Letter of Credit, each Lender (other than the IssuerIssuer of such Pro-Rata Letter of Credit) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the relevant Issuer, to the extent of its such Lender's Adjusted Percentage in respect (and without giving effect to the outstanding Non-Rata Credit Extensions, if any, of Revolving Loansany Lender), and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Pro-Rata Letter of Credit (including the Contingent Liability and any Pro-Rata Reimbursement Obligation and all rights any other Contingent Liability with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansAdjusted Percentage, be responsible for reimbursing promptly (and in any event within one Business DayDay after receipt of demand for payment from the Issuer, together with accrued interest from the day of such demand) the relevant Issuer for any Pro-Rata Reimbursement Obligations Obligation which have has not been reimbursed by the Borrower in accordance with Section 2.6.3SECTION 3.2.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansAdjusted Percentage, be entitled to receive a ratable portion of the Pro-Rata Letter of Credit fees participation fee payable pursuant to Section 3.3.3 with respect to each Letter CLAUSE (a) of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such DisbursementSECTION 4.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its RL Percentage in respect of Revolving Loanssuch Letter of Credit, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the 39 73 extent of its RL Percentage in respect of Revolving Loanssuch Letter of Credit, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving Loans, shall be entitled to receive a ratable portion its RL Percentage of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 2.6.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Credit Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loanseach such Letter of Credit, and the Issuer shall be deemed to have irrevocably granted and sold to each such Lender a participation interest in each such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and each such Lender shall, to the extent of its Percentage in respect of Revolving Loanseach such Letter of Credit, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.2 and Section 2.6.3. In addition, each such Lender shall, to the extent of its Percentage in respect of Revolving Loanseach such Letter of Credit, be entitled to promptly receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this SectionSection 2.6.1 and Section 2.6.2, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower WWI in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower WWI or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansShare, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability contingent liability and any Reimbursement Obligation and all rights with respect thereto). Unless such Reimbursement Obligation has been satisfied through the making of a Loan pursuant to Sections 2.6.2 and 2.6.3 below, and such Lender shall, to the extent of its Percentage in respect of Revolving LoansShare, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which that have not otherwise been reimbursed by the Borrower in accordance with Section 2.6.3 within one (1) Business Day of receiving notice from the Issuer for Reimbursement Obligations that have not been reimbursed by the Borrower in accordance with Section 2.6.32.6.3 (with the terms of this section surviving the termination of this Agreement). In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansShare, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 2.7.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 2.5 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender (other than the Letter of Credit Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event reimbursing, within one Business Day) , the Letter of Credit Issuer for the Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to an Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Letter of Credit Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansRL Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansRL Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansRL Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 2.6.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the any Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer in accordance with Section 2.8.2 for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3prior to 12:00 noon on the Business Day following the Disbursement Date. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive a ratable portion of the Letter of Credit fees Fees payable pursuant to Section 3.3.3 3.3.2 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in -42- such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section SECTION 2.6.3. In addition, such Revolving Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 SECTION 3.3.2 with respect to each Letter of Credit (other than the issuance fees payable to an Issuer of such Letter of Credit pursuant to the last sentence of SECTION 3.3.2) and of interest payable pursuant to Section SECTION 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the such Issuer, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, and the such Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including any right of the Contingent Liability and any Issuer to receive payment of a Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be responsible for reimbursing promptly (and in any event within one Business Day) the applicable Issuer for Reimbursement Obligations Disbursements which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be entitled to receive a ratable portion of the Letter letter of Credit credit fees payable pursuant to the first sentence of Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 2.6.2 or 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the applicable Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Commitment Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.32.6.2 or which have been required to be returned or disgorged by the Issuer or the Administrative Agent. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the Fronting Fee) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower or the Co-Borrowers in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to promptly receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower and the Co-Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.3. In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of Revolving LoansLoan Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to promptly receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Each Letter of Credit issued by the Issuer pursuant heretoto Section 4.2 shall, effective upon its issuance and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent issued on behalf of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit all Lenders (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Issuer thereof) pro rata according to their respective Percentages. Each Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be deemed irrevocably to have participated in the issuance of such Letter of Credit and (x) shall be responsible for reimbursing to reimburse promptly (and in any event within one Business Day) the Issuer thereof for Reimbursement Obligations which have not been reimbursed by the applicable Borrower in accordance with Section 2.6.34.5, or which have been reimbursed by such Borrower but must be returned, restored or disgorged by the Issuer for any reason, or (y) in the case of an LOC Liquidity Disbursement, shall participate in such LOC Liquidity Disbursement in accordance with the terms of the Enhancement Letter of Credit Application and Agreement relating thereto. In addition, such Each Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive from the Administrative Agent a ratable portion of the Letter letter of Credit credit fees payable received by the Administrative Agent pursuant to Section 3.3.3 3.3.4 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.respect

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section SECTION 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section SECTION 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section SECTION 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Revolving Loan Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability of the Issuer and the Issuer's right to receive payment of any Reimbursement Obligation and all rights with respect thereto), and such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations any Disbursement which have has not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.32.6.3 or which have been required to be returned or disgorged by the Issuer to the Administrative Agent. In addition, such Revolving Loan Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to the Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Revolving Loan Lender has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Percentage in respect of Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be responsible for reimbursing promptly (and in any -39- event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of to make Revolving Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be responsible for reimbursing promptly (and in any event within one Business Day) the Day such Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section SECTION 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of to make Revolving Loans, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 SECTION 3.3.4 with respect to each Letter of Credit (other than the issuance fees payable to an Issuer of such Letter of Credit pursuant to the last sentence of SECTION 3.3.4) and of interest payable pursuant to Section SECTION 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansPercentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansPercentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit (other than the issuance fees payable to an Issuer of such Letter of Credit pursuant to the last sentence of Section 3.3.3) and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the any Issuer for a Disbursement as required by this SectionDisbursement, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant heretoCredit, and without further action, each Lender LC Participant (other than the Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the Issuerpurchased, to the extent of its Percentage in respect of Revolving LoansLC Participation Percentage, and the Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender LC Participant shall, to the extent of its Percentage in respect of Revolving LoansLC Participation Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) Day the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.32.6 (and for Reimbursement Obligations which have been reimbursed by the Borrower but which have been required to be disgorged, returned or restored by the Issuer). In addition, such Lender LC Participant shall, to the extent of its Percentage in respect of Revolving LoansLC Participation Percentage, be entitled to receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 3.3.1 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender LC Participant has reimbursed the Issuer for a Disbursement as required by this SectionDisbursement, such Lender LC Participant shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the such Issuer, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, and the such Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be responsible for reimbursing promptly (and in any event within one Business Day) the applicable Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Company in accordance with Section SECTION 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be entitled to receive from the Administrative Agent a ratable portion of the Letter of Credit fees payable pursuant to Section SECTION 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section SECTION 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the an Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive from the Administrative Agent its ratable portion of any amounts subsequently received (from the Borrower Company or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the Issuer pursuant hereto, and without further action, each Lender (other than the Issuer) that has a Revolving Current Assets Loan Commitment shall be deemed to have irrevocably purchased from the Issuer, to the extent of its Current Assets Loan Percentage in respect of Revolving Current Assets Loans, and the Issuer shall be deemed to have irrevocably granted and sold to such Current Assets Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Current Assets Lender shall, to the extent of its Percentage in respect of Revolving LoansCurrent Assets Loan Percentage, be responsible for reimbursing promptly (and in any event within one Business Day) the Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Borrowers in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of Revolving LoansCurrent Assets Loan Percentage, be entitled to promptly receive a ratable portion of the Letter of Credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 with respect to any Reimbursement Obligation. To the extent that any Current Assets Lender has reimbursed the Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Borrowers or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance (or in the case of Existing Letters of Credit, deemed issuance) of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the such Issuer, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, and the such Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be responsible for reimbursing promptly (and in any event within one Business Day) the applicable Issuer through the Administrative Agent for Reimbursement Obligations which have not been reimbursed by the Borrower in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be entitled to receive a ratable portion of the Letter letter of Credit credit fees payable pursuant to Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 3.2 2.6.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the applicable Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower or otherwise) in respect of such Disbursement.

Other Lenders' Participation. Upon the issuance of each Letter of Credit issued by the an Issuer pursuant hereto, and without further action, each Lender (other than the such Issuer) that has a Revolving Loan Commitment shall be deemed to have irrevocably purchased from the such Issuer, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, and the such Issuer shall be deemed to have irrevocably granted and sold to such Lender a participation interest in such Letter of Credit (including the Contingent Liability and any Reimbursement Obligation and all rights with respect thereto), and such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be responsible for reimbursing promptly (and in any event within one Business Day) the applicable Issuer for Reimbursement Obligations which have not been reimbursed by the Borrower Company in accordance with Section 2.6.3. In addition, such Lender shall, to the extent of its Percentage in respect of the Revolving LoansLoan Commitments, be entitled to receive a ratable portion of the Letter letter of Credit credit fees payable pursuant to the first sentence of Section 3.3.3 with respect to each Letter of Credit and of interest payable pursuant to Section 2.6.2 or 3.2 with respect to any Reimbursement Obligation. To the extent that any Lender has reimbursed the applicable Issuer for a Disbursement as required by this Section, such Lender shall be entitled to receive its ratable portion of any amounts subsequently received (from the Borrower Company or otherwise) in respect of such Disbursement.