Common use of Participation by Other Banks Clause in Contracts

Participation by Other Banks. Upon the issuance of a Letter of Credit by Mercantile (and on the date of this Agreement with respect to the Existing Letters of Credit), an undivided participation interest therein (including, without limitation, an undivided participation interest in the reimbursement risk relating to such Letter of Credit, in all payments and Letter of Credit Loans made by Mercantile in connection with such Letter of Credit and in all collateral securing such Letter of Credit and/or such Letter of Credit Loans) shall automatically be granted by Mercantile to and accepted by each of the other Banks in an amount based on each such other Bank's Pro Rata Share of the face amount of such Letter of Credit, which participation shall be evidenced by a single Letter of Credit Participation Certificate executed by Mercantile in favor of such Bank in the form attached hereto as EXHIBIT E and incorporated herein by reference. If Mercantile shall make payment on any draft presented or accepted under a Letter of Credit, Mercantile shall give notice of such payment to the other Banks, and each of the other Banks hereby authorizes and requests Mercantile to advance for their respective accounts, pursuant to the terms hereof, their respective shares of any such payment based upon their respective Pro Rata Shares. If such drawing is not paid by Borrower in immediately available funds prior to the close of business of Mercantile on the date of such drawing, Mercantile shall promptly so notify the other Banks and each of the other Banks agrees to promptly reimburse Mercantile in immediately available funds for its Pro Rata Share of the amount of such drawing, plus (if a Bank does not reimburse Mercantile for its Pro Rata Share of a drawing on the date Mercantile pays such drawing) interest calculated on such Banks's Pro Rata Share of such amount at a rate per annum equal to Two Percent (2%) over and above the Floating Rate calculated from the date of such payment by Mercantile to but excluding the date of reimbursement by such other Bank and on an actual-day, 360-day year basis (and upon such payment (including any required interest), such Bank's participation in the resulting Letter of Credit Loan shall be dated the date such drawing was paid by Mercantile and not the date such Bank reimbursed Mercantile for its Pro Rata Share of such drawing). Each of the other Banks will be entitled to its Pro Rata Share of any Letter of Credit Commitment Fees (including, without limitation, Letter of Credit Commitment Fees on the Existing Letters of Credit for the period after the date of this Agreement) and any Letter of Credit Negotiation Fees paid by Borrower, but such other Banks shall have no right to share in any Letter of Credit Issuance Fees or any other fees paid by Borrower to Mercantile in connection with any of the Letters of Credit.

Participation by Other Banks. Upon the issuance of a Letter of Credit by Mercantile (and on the date of this Agreement with respect to the Existing Letters of Credit)Agent, an undivided participation interest therein (including, without limitation, an undivided participation interest in the reimbursement risk relating to such Letter of Credit, Credit and in all payments and Letter of Credit Loans made by Mercantile Agent in connection with any such Letter of Credit and in all collateral securing such Letter of Credit and/or such Letter of Credit LoansCredit) shall automatically be granted by Mercantile to Agent to, and accepted by each of the other Banks in an amount based on each such other Bank's Pro Rata Share of the face amount of such Letter of Credit, which participation participations shall be evidenced by a single Letter of Credit Participation Certificate executed by Mercantile Agent in favor of such Bank in the form attached hereto to this Agreement as EXHIBIT E Exhibit K and incorporated herein by reference. If Mercantile Agent shall make payment on any draft presented or accepted under a Letter of Credit, Mercantile Agent shall give notice of such payment to the other Banks, and each of the other Banks hereby authorizes and requests Mercantile Agent to advance for their respective accounts, pursuant to the terms hereof, their respective shares of any such payment based upon their respective Pro Rata Shares. If such drawing is not paid by Borrower the Company in immediately available funds prior to the close of business of Mercantile Agent on the date of such drawing, Mercantile Agent shall promptly so notify the other Banks and each of the other Banks agrees to promptly immediately reimburse Mercantile Agent in immediately available funds for its Pro Rata Share of the amount of such drawing, plus (if a Bank does not reimburse Mercantile for its Pro Rata Share of a drawing on the date Mercantile pays such drawing) interest calculated on such Banks's its Pro Rata Share of such amount at a rate per annum equal to Two Percent (2%) over and above the Floating Rate then current fed funds rate calculated from the date of such payment by Mercantile Agent to but excluding the date of reimbursement by such other Bank and on an actual-day, 360-day year basis (and upon basis. Following such payment (including any required interest), such Bank's participation in the resulting Letter advance by each Bank to Agent of Credit Loan shall be dated the date such drawing was paid by Mercantile and not the date such Bank reimbursed Mercantile for its Pro Rata Share of any such drawing)Loan pursuant to the preceding sentence, each such Bank shall thereafter receive its Pro Rata Share of all interest and other amounts due with respect to such Loan when paid by the Company to the Agent hereunder. Each of the other Banks will be entitled to its Pro Rata Share of any Letter of Credit Commitment Fees (including, without limitation, Letter of Credit Commitment Fees on the Existing Letters of Credit for the period after the date of this Agreement) and any Letter of Credit Negotiation Fees paid by Borrowerthe Company (which shall be paid through the Agent under Section 2.1B, but such other Banks shall have no right to share in any Letter of Credit Issuance Fees or any other fees paid by Borrower the Company to Mercantile Agent in connection with any of the Letters of Credit.

Participation by Other Banks. Upon the issuance of a Letter of Credit by Mercantile (and on the date of this Agreement with respect to the Existing Letters of Credit), an undivided participation interest therein (including, without limitation, an undivided participation interest in the reimbursement risk relating to such Letter of Credit, in all payments and Letter of Credit Loans made by Mercantile in connection with such Letter of Credit and in all collateral securing for such Letter of Credit and/or such Letter of Credit LoansCredit) shall automatically be granted by Mercantile to and accepted by each of the other Banks in an amount based on each such other Bank's Pro Rata Share of the face amount of such Letter of Credit, which participation shall be evidenced by a single Letter of Credit Participation Certificate executed by Mercantile in favor of such Bank in the form attached hereto as EXHIBIT E Exhibit D and incorporated herein by reference. If Mercantile shall make payment on any draft presented or accepted under a Letter of Credit, Mercantile shall give notice of such payment to the other Banks, and each of the other Banks hereby authorizes and requests Mercantile to advance for their respective accounts, pursuant to the terms hereof, their respective shares of any such payment based upon their respective Pro Rata Shares. If such drawing is not paid by Borrower in immediately available funds prior to the close of business of Mercantile on the date of such drawing, Mercantile shall promptly so notify the other Banks and each of the other Banks agrees to promptly immediately reimburse Mercantile in immediately available funds for its Pro Rata Share of the amount of such drawing, plus (if a Bank does not reimburse Mercantile for its Pro Rata Share of a drawing on the date Mercantile pays such drawing) interest calculated on such Banks's its Pro Rata Share of such amount at a rate per annum equal to Two Percent (2%) over and above the Floating Fed Funds Rate calculated from the date of such payment by Mercantile to but excluding the date of reimbursement by such other Bank and on an actual-day, 360-day year basis (and upon such payment (including any required interest), such Bank's participation in the resulting Letter of Credit Loan shall be dated the date such drawing was paid by Mercantile and not the date such Bank reimbursed Mercantile for its Pro Rata Share of such drawing)basis. Each of the other Banks will be entitled to its Pro Rata Share of any Letter of Credit Commitment Fees (includingFees, without limitation, Letter of Credit Commitment Fees on the Existing Letters of Credit for the period after the date of this Agreement) and any Letter of Credit Negotiation Fees and any interest on Letter of Credit Loans paid by Borrower, but such other Banks shall have no right to share in any Letter of Credit Issuance Fees or any other fees paid by Borrower to Mercantile in connection with any of the Letters of Credit.

Participation by Other Banks. Upon the issuance of a Letter of Credit by Mercantile (and on the date of this Agreement with respect to the Existing Letters of Credit), an undivided participation interest therein (including, without limitation, an undivided participation interest in the reimbursement risk relating to such Letter of Credit, in all payments and Letter of Credit Loans made by Mercantile in connection with such Letter of Credit and in all collateral securing for such Letter of Credit and/or such Letter of Credit LoansCredit) shall automatically be granted by Mercantile to and accepted by each of the other Banks in an amount based on each such other Bank's Pro Rata Share of the face amount of such Letter of Credit, which participation shall be evidenced by a single Letter of Credit Participation Certificate executed by Mercantile in favor of such Bank in the form attached hereto as EXHIBIT E Exhibit C and incorporated herein by reference. If Mercantile shall make payment on any draft presented or accepted under a Letter of Credit, Mercantile shall give notice of such payment to the other Banks, and each of the other Banks hereby authorizes and requests Mercantile to advance for their respective accounts, pursuant to the terms hereof, their respective shares of any such payment based upon their respective Pro Rata Shares. If such drawing is not paid by Borrower in immediately available funds prior to the close of business of Mercantile on the date of such drawing, Mercantile shall promptly so notify the other Banks and each of the other Banks agrees to promptly immediately reimburse Mercantile in immediately available funds for its Pro Rata Share of the amount of such drawing, plus (if a Bank does not reimburse Mercantile for its Pro Rata Share of a drawing on the date Mercantile pays such drawing) interest calculated on such Banks's its Pro Rata Share of such amount at a rate per annum equal to Two Percent (2%) over and above the Floating Fed Funds Rate calculated from the date of such payment by Mercantile to but excluding the date of reimbursement by such other Bank and on an actual-day, 360-day year basis (and upon such payment (including any required interest), such Bank's participation in the resulting Letter of Credit Loan shall be dated the date such drawing was paid by Mercantile and not the date such Bank reimbursed Mercantile for its Pro Rata Share of such drawing)basis. Each of the other Banks will be entitled to its Pro Rata Share of any Letter of Credit Commitment Fees (including, without limitation, Letter of Credit Commitment Fees on the Existing Letters of Credit for the period after the date of this Agreement) and any Letter of Credit Negotiation Fees paid by Borrower, but such other Banks shall have no right to share in any Letter of Credit Issuance Fees or any other fees paid by Borrower to Mercantile in connection with any of the Letters of Credit.