Common use of Payment of Contingent Liabilities Clause in Contracts

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent Operating Lender an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ liability, as the case may be, ’s liability under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent Operating Lender pursuant to the preceding paragraph shall be held by the Agent Operating Lender in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent Operating Lender for accounts of such type) as continuing security for the relevant Obligations (and the Borrower hereby grants to the Agent and the Operating Lender a fixed charge and specific security interest in such amounts as security for the Obligations) and shall, prior to an Event of Default be applied by the Agent Operating Lender against the relevant Obligations for, or (at the option of the AgentOperating Lender) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent Operating Lender shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent Operating Lender shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, Lender from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, Lender for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, ’s or the applicable Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations (and the Borrower hereby grants to the Agent a fixed charge and specific security interest in such amounts as security for the Obligations) and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, for such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lendersin accordance with Section 7.4. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the applicable Operating Lender, such Fronting Lender, Lender or the Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “"Order”"), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s's, the applicable Fronting Lender’s, 's or the applicable Lenders’ ' liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall may apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-non appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or Lender, the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyCredit; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, ’s or the applicable Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall may apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyCredit; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit FacilitiesFacility.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “"Order”"), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s's, the applicable Fronting Lender’s, 's or the applicable Lenders’ ' liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations (and the Borrower hereby grants to the Agent a fixed charge and specific security interest in such amounts as security for the Obligations) and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or Lender, the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the Operating Lender, such the Fronting Lender, Lender or the that Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall will pay to the Agent Issuing Lender an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request or Letter of Guarantee which becomes the subject of any order, judgment, injunction or other such determination (an “"Order”"), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment by the Issuing Lender under and in accordance with such Letter of Credit or Letter of Guarantee or extending the applicable Operating Issuing Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ liability, as the case may be, 's liability under such Letter of Credit or Letter of Guarantee beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall or Letter of Guarantee will be due forthwith upon demand in the currency in which such Letter of Credit or Letter of Guarantee is denominated. Any amount paid to the Agent Issuing Lender pursuant to the preceding paragraph shall will be held by the Agent Issuing Lender in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent Issuing Lender for accounts of such type) as continuing security for the relevant Obligations and shallwill, prior to the occurrence of a mandatory repayment pursuant to Section 8.1 or an Event of Default be applied by the Agent Issuing Lender against the relevant Obligations for, or (at the option of the AgentIssuing Lender) be applied in payment of, such Letter of Credit or Letter of Guarantee if payment is required thereunder; after the occurrence of a mandatory repayment pursuant to Section 8.1 or an Event of Default the Agent shall Issuing Lender may apply such amounts, firstly, amounts against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lendersfit. The Agent shall Issuing Lender will release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of CreditCredit or Letter of Guarantee, upon the later of: (ai) the date on which any final and non-non appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, Lender from paying under such Letter of CreditCredit or Letter of Guarantee; (bii) the earlier of: (iA) the date on which either the original counterpart of such Letter of Credit and Letter of Guarantee is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, Issuing Lender for cancellation or the applicable Operating Issuing Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction and Letter of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyGuarantee; and (iiB) the expiry of such Letter of CreditCredit and Letter of Guarantee; and (ciii) if a mandatory repayment pursuant to Section 8.1 or an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit FacilitiesFacility.

Payment of Contingent Liabilities. The relevant Borrower Nexen shall pay to the Canadian Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such Borrower Nexen or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable a Fronting Lender’s, ’s or the applicable Canadian Facility Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Canadian Agent pursuant to the preceding paragraph shall be held by the Canadian Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower Nexen at the rates and in accordance with the then prevailing practices of the Canadian Agent for accounts of such type) as continuing security for the Obligations under each relevant Obligations Letter of Credit and shall, prior to an Event of Default be applied by the Canadian Agent against the relevant Obligations for, or (at the option of the Canadian Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Canadian Agent shall may apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Canadian Agent shall release to the applicable Borrower Nexen any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-non appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Canadian Facility Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Canadian Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable such Fronting Lender or the applicable Canadian Facility Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyCredit; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonably); and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, ’s or the applicable Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall may apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-non appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyCredit; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit FacilitiesFacility.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent or the Operating Lender an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “"Order”"), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ 's liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent or the Operating Lender pursuant to the preceding paragraph shall be held by the Agent or the Operating Lender, as applicable, in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent Operating Lender, as applicable, for accounts of such type) as continuing security for the relevant Obligations (and the Borrower hereby grants to the Agent and the Operating Lender a fixed charge and specific Security Interest in such amounts as security for the Obligations) and shall, prior to an Event of Default be applied by the Agent or the Operating Lender, as applicable, against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, for such Letter of Credit if payment is required thereunder; after an Event of Default the Agent or the Operating Lender, as applicable, shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lendersin accordance with Section 8.4. The Agent or the Operating Lender, as applicable, shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, Lender from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, Lender for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the Operating Lender, such Fronting Lender, Lender or the Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “"Order”"), or any petition, proceeding or other application for any Order by such Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s's, the applicable Fronting Lender’s's, the U.S. Facility Fronting Lender's or the applicable Lenders’ ' liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lenders. The Agent shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, the U.S. Facility Fronting Lender or Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, the U.S. Facility Fronting Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the U.S. Facility Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the Operating Lender, such Fronting Lender, the U.S. Facility Fronting Lender or the Agent, as the case may be, acting reasonably); and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Borrower shall pay to the Agent or the Operating Lender an amount equal to the maximum amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable Fronting Lender’s, or the applicable Lenders’ ’s liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent or the Operating Lender pursuant to the preceding paragraph shall be held by the Agent or the Operating Lender, as applicable, in interest bearing cash collateral accounts (with interest payable for the account of the applicable Borrower at the rates and in accordance with the then prevailing practices of the Agent Operating Lender, as applicable, for accounts of such type) as continuing security for the relevant Obligations (and the Borrower hereby grants to the Agent and the Operating Lender a fixed charge and specific Security Interest in such amounts as security for the Obligations) and shall, prior to an Event of Default be applied by the Agent or the Operating Lender, as applicable, against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, for such Letter of Credit if payment is required thereunder; after an Event of Default the Agent or the Operating Lender, as applicable, shall apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Lendersin accordance with Section 8.4. The Agent or the Operating Lender, as applicable, shall release to the applicable Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, or Lenders, as the case may be, Lender from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, or the Agent, as the case may be, Lender for cancellation or the applicable Operating Lender or the applicable Fronting Lender or the applicable Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such the Operating Lender, such Fronting Lender, Lender or the Agent, as the case may be, acting reasonably; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities.

Payment of Contingent Liabilities. The relevant Canadian Borrower shall pay to the Agent an amount equal to the maximum undrawn face amount available to be drawn under any unexpired Letter of Credit issued at its request which becomes the subject of any order, judgment, injunction or other such determination (an “Order”), or any petition, proceeding or other application for any Order by such the Canadian Borrower or any other party, restricting payment under and in accordance with such Letter of Credit or extending the applicable Operating Lender’s, the applicable a Fronting Lender’s, ’s or the applicable Syndicated Facility Lenders’ liability, as the case may be, under such Letter of Credit beyond the expiration date stated therein; payment in respect of each such Letter of Credit shall be due forthwith upon demand in the currency in which such Letter of Credit is denominated. Any amount paid to the Agent pursuant to the preceding paragraph shall be held by the Agent in interest bearing cash collateral accounts (with interest payable for the account of the applicable Canadian Borrower at the rates and in accordance with the then prevailing practices of the Agent for accounts of such type) as continuing security for the relevant Obligations and shall, prior to an Event of Default be applied by the Agent against the relevant Obligations for, or (at the option of the Agent) be applied in payment of, such Letter of Credit if payment is required thereunder; after an Event of Default the Agent shall may apply such amounts, firstly, against any Obligations in respect of the relevant Letter of Credit, and, after satisfaction of such Obligations or expiry of such Letter of Credit, against any other Obligations as it sees fit or as is directed by the relevant Syndicated Facility Lenders. The Agent shall release to the applicable Canadian Borrower any amount remaining in the cash collateral accounts after applying the amounts necessary to discharge the Obligations relating to such Letter of Credit, upon the later of: (a) the date on which any final and non-appealable order, judgment or other determination has been rendered or issued either terminating any applicable Order or permanently enjoining the relevant Operating Lender, the relevant Fronting Lender, Lender or Syndicated Facility Lenders, as the case may be, from paying under such Letter of Credit; (b) the earlier of: (i) the date on which either the original counterpart of such Letter of Credit is returned to the relevant Operating Lender, the relevant Fronting Lender, Lender or the Agent, as the case may be, for cancellation or the applicable Operating Lender or the applicable such Fronting Lender or the applicable Syndicated Facility Lenders, as the case may be, is or are released by the beneficiary thereof from any other obligation in respect of such Letter of Credit to the satisfaction of such Operating Lender, such Fronting Lender, or the Agent, as the case may be, acting reasonablyCredit; and (ii) the expiry of such Letter of Credit; and (c) if an Event of Default has occurred, the payment and satisfaction of all Obligations and the cancellation or termination of the Credit Facilities other than the provisions of this Agreement (and the obligations related hereto) which by their terms survive the termination and cancellation of the Credit Facilities.