Common use of Rescission Clause in Contracts

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or Lenders' obligations to make Loans or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default Defaults and Potential Events of Default Unmatured Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.78.3, then upon the written consent of the Requisite Required Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Loans and the Revolving respective Lenders' and the Issuing Lenders' obligations to participate in or issue Letters of Credit Commitments and any unused Term Commitments and/or or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Unmatured Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Lenders to a decision which may be made at the election of the Requisite Required Lenders; they are not intended to benefit the Borrower Borrowers and do not give the Borrower Borrowers the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If (1) at any time after termination of the Revolving Credit Loan Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay have paid all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which reimbursement obligations with respect to Letters of Credit owing by them that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and (2) all Events of Default and Potential Events of Default Defaults (in each case, other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be have been remedied or waived pursuant to Section 14.713.12 and all Events of Default (in each case, other than non-payment of principal of and accrued interest on the Revolving Loans due and payable solely by virtue of acceleration) shall have been waived (it being understood that Events of Default may not be remedied, except pursuant to Section 11.04) pursuant to Section 13.12, then upon the written consent of the Requisite Required Lenders and written notice to the BorrowerBorrowers, the termination of the Revolving Credit Loan Commitments and any unused Term Commitments and/or or the acceleration and their its consequences may be rescinded and annulled; but . For the avoidance of doubt, such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding first sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and this Section 11.02 do not give the any Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.710.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit Borrower or any of the Borrower other Loan Parties and do not give Borrower and/or any of the Borrower Loan Parties the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default Defaults and Potential Events of Default (other than nonpayment non-payment of principal of and accrued interest on the Loans any amounts due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (or with respect to a Financial Covenant Event of Default, the Required Revolving Lenders) (which, in each case, may be given or withheld in their sole discretion) and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Bank and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders or the Required Revolving Lenders; they , as applicable, and such provisions are not intended to benefit Borrower and the Borrower other Loan Parties and do not give Borrower and/or any of the Borrower Loan Parties the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration of the Loans and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Bank and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Bank and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or Lenders' ---------- obligations to make Loans or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default Defaults and Potential Events of Default Unmatured Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.78.3, then upon the ----------- written consent of the Requisite Required Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Loans and the Revolving respective Lenders' and the Issuing Lenders' obligations to participate in or issue Letters of Credit Commitments and any unused Term Commitments and/or or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Unmatured Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Lenders to a decision which may be made at the election of the Requisite Required Lenders; they are not intended to benefit the Borrower Borrowers and do not give the Borrower Borrowers the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments issue or participate in additional Letters of Credit and/or acceleration of the maturity of the Loans, the Borrower respective Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans outstanding to them, respectively, and their respective Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the U.S. Borrower, the termination of Lenders' respective obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the either Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.714.07, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of Lenders' respective obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.79.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.713.07, then upon the written -133- 135 consent of the Requisite Lenders and written notice to the BorrowerCompany, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences of such termination and/or acceleration may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the Borrower Borrowers the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations under the applicable Credit Facility which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.714.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences of such termination and/or acceleration may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Bank to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or the Issuing Bank or any termination of the aforesaid obligations of the Lenders or the Issuing Bank or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit 105 and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the any Borrower and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the BorrowerCompany, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that (i) such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereonthereon and (ii) no Revolving Lender's Revolving Credit Commitment shall be reinstated unless such Revolving Lender consents thereto in its sole discretion. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower Borrowers and do not give the any Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If If, at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or Lenders’ obligations to make Loans but before acceleration of the maturity of the Loans, the relevant Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default Defaults and Potential Events of Default Unmatured Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.78.3, then upon the written consent of the Requisite Required Lenders and written notice to the BorrowerHarley, the termination of Lenders’ respective obligations to make Loans or the Revolving Credit Commitments and any unused Term Commitments and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Unmatured Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which 56 may be made at the election of the Requisite Required Lenders; they are not intended to benefit the any Borrower and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise other-wise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified speci- fied in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Lenders' respective obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their consequences its conse-quences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunderhere-under, even if the conditions condi-tions set forth herein are met.

Rescission. If at At any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, (a) if the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled and (b) in the case of such remedies exercised under Section 9.2(b) (Remedies), (i) upon the written consent of the Requisite First Lien Lenders and written notice to the Borrower, the termination of the Commitments or the acceleration and their consequences applicable to the First Lien Lenders may be rescinded and annulled and (ii) upon the written consent of the Requisite Term C Lenders and written notice to the Borrower, the acceleration and their consequences applicable to the Term C Lenders may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7SECTION 15.7, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments ---------- and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.7, then upon the written consent of the Requisite Lenders and ------------ written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Company shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.712.07, then upon the written consent of the Requisite Lenders and by written notice to the BorrowerCompany, the termination Requisite Senior Lenders may elect, in the sole discretion of the Revolving Credit Commitments such Requisite Senior Lenders, to rescind and any unused Term Commitments and/or annul the acceleration and their consequences may be rescinded and annulledits consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Senior Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Senior Lenders; they are not intended to benefit the Borrower Company and do not give the Borrower Company the right to require the Senior Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.. ARTICLE XI THE ADMINISTRATIVE AGENT; THE CO-AGENT 11.01

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), AMENDED AND RESTATED CREDIT AGREEMENT Macquarie Infrastructure Company Inc. then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay pay, jointly and severally, all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the any Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the AMENDED AND RESTATED CREDIT AGREEMENT SUNTRON CORPORATION acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the any Borrower and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Companies shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) or if a Default for which consent of Supermajority Lenders or 100% of the Lenders or affected Lenders is required, such number of Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit Borrower and the Borrower other Loan Parties and do not give Borrower and/or any of the Borrower Loan Parties the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or Lenders' obligations to make Revolving Loans or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default Defaults and Potential Events of Default Unmatured Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.78.3, then upon the written consent of the Requisite Required Lenders and written notice to the Borrower, the termination of Revolving Lenders' respective obligations to make Revolving Loans and the respective Revolving Lenders' and the Issuing Lender's obligations to participate in or issue Letters of Credit Commitments and any unused Term Commitments and/or or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Unmatured Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Lender to a decision which may be made at the election of the Requisite Required Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or the Issuing Lender or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Lenders' respective obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Credit Commitments and any unused Term Commitments and/or Loans or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default Defaults and Potential Events of Default Unmatured Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.78.3, then upon the written consent of the Requisite Required Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Revolving Loans and the Revolving respective Lenders' and the Issuing Lenders' obligations to participate in or issue Letters of Credit Commitments and any unused Term Commitments and/or or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Unmatured Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Lenders to a decision which may be made at the election of the Requisite Required Lenders; they are not intended to benefit the Borrower Borrowers and do not give the Borrower Borrowers the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration of the Loans and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Banks and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower or the relevant Qualified Borrower, as applicable, shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7, then upon the written consent of the Requisite Lenders and written notice to the Borrower (and the relevant Qualified Borrower, as applicable), the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower (or any Qualified Borrower, as applicable) the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Loans under the -140- 150 Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of Lenders' respective obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and the Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the either Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non- payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Bank and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, and on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.712.08, then upon the written consent of the Requisite Lenders and by written notice to the Borrower, the termination Requisite Lenders may elect, in the sole discretion of the Revolving Credit Commitments such Requisite Lenders, to rescind and any unused Term Commitments and/or annul the acceleration and their its consequences may be rescinded and annulledthereupon shall release any deposit made pursuant to Section 10.02(b); but such provided, however, that no rescission shall occur after the earlier of 30 days after the date of acceleration or any Event of Default specified in paragraph (f) or (g) of Section 10.01, whichever is earlier. No action pursuant to this paragraph (c) shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met. SECOND AMENDED AND RESTATED CREDIT AGREEMENT AVIALL SERVICES, INC.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations under the applicable Credit Facility which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7SECTION 14.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences of such termination and/or acceleration may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Bank to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or the Issuing Bank or any termination of the aforesaid obligations of the Lenders or the Issuing Bank or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Term Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Term Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Term Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration of the Term Loans and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7SECTION 15.7, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences thereof may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise other wise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementspeci- fied herein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.713.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerCompany, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences of such termination and/or acceleration may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Borrowers and do not give the any Borrower the right to require the Lenders to rescind or annul any acceleration hereunderhere under, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Commitments, termination of the Letter of Credit Term Loan Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise other than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.710.1, then upon the written consent of the Requisite Lenders and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Commitments, the termination of the Letter of Credit Term Loan Commitments and/or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they and such provisions are not intended to benefit the Borrower Borrowers and do not give the Borrower Borrowers the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.713.1, then upon the written consent of the Requisite Revolving Credit Lenders (in the case of the Revolving Credit Commitments and the Revolving Loans) and written notice to the Borrower, the termination of the Revolving Requisite Term Loan Lenders (in the case of the Term Credit Commitments and any unused the Term Loans) and the Commitments and/or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; Lenders and they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.08, then upon the written consent of the Requisite Lenders and by written notice to the BorrowerLoan Parties, the termination Requisite Lenders may elect, in the sole discretion of the Revolving Credit Commitments such Requisite Lenders, to rescind and any unused Term Commitments and/or annul the acceleration and their consequences may be rescinded and annulledits consequences; but provided, however, 100 that any such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower Loan Parties and do not give the Borrower Loan Parties the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Lenders' obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower Borrowers shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.715.07, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrowers, the termination of the Lenders' respective obligations to make Revolving Loans under the Revolving Credit Commitments and any unused Term Commitments the respective Lenders' and Issuing Banks' obligations to participate in or issue Letters of Credit and/or the aforesaid acceleration and their its consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuing Banks to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the any Borrower and do not give the any Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or Issuing Banks or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.714.07, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their the consequences of such termination and/or acceleration may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any termination of the aforesaid obligations of the Lenders or any termination of the aforesaid obligations of the Lenders or any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused the Term Loan Commitments and/or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations or with respect to Letters of Credit which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.713.7, then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused the Term Loan Commitments and/or the acceleration and their the consequences thereof may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower Loan Parties shall pay all arrears of interest and Fees and all payments on account of principal of the Loans and Reimbursement Obligations which owing by them that shall have become due otherwise than by acceleration (with interest on principal and Fees and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.02, then upon the written consent of the Requisite Required Lenders (which may be given or withheld in their sole discretion) and written notice to the Administrative Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration of the Loans and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders Lenders, the Issuing Bank and the other Secured Parties to a decision which that may be made at the election of the Requisite Required Lenders; they , and such provisions are not intended to benefit the Borrower any Loan Party and do not give the Borrower any Loan Party the right to require the Lenders to rescind or annul any acceleration of the Loans hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.713.1, then upon the written consent of the Requisite Revolving Credit Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments may be rescinded and annulled and upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences consequence may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which may be made at the election of the Requisite Revolving Credit Lenders or the Requisite Lenders; they , as applicable, and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the Borrower, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.. FIRST LIEN CREDIT AGREEMENT TECUMSEH PRODUCTS COMPANY

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or or acceleration of the maturity of the Loans, the each Borrower shall pay all arrears of interest and all payments on account of principal of the Loans owing by it and Reimbursement Obligations which of such Borrower that shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreementherein) and all Events of Default and Potential Events of Default Defaults (other than nonpayment non-payment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.711.1 (Amendments, Waivers, Etc.), then upon the written consent of the Requisite Lenders and written notice to the BorrowerCompany, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or or the acceleration and their consequences may be rescinded and annulled; but provided, however, that such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders and the Issuers to a decision which that may be made at the election of the Requisite Lenders; they , and such provisions are not intended to benefit the any Borrower and do not give the any Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of the Loans, the Borrower and/or RMOP, as the case may be, shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7, then upon the written consent of the Requisite Lenders and written notice to the BorrowerBorrower and RMOP, the termination of the Revolving Credit Commitments and any unused Term Commitments and/or the acceleration and their consequences may be rescinded and annulled; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower or RMOP and do not give the Borrower or RMOP the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.

Rescission. If at any time after termination of the Revolving Credit Commitments and any unused Term Commitments and/or acceleration of the maturity of ---------- the Loans, the Borrower shall pay all arrears of interest and all payments on account of principal of the Loans and Reimbursement Obligations which shall have become due otherwise than by acceleration (with interest on principal and, to the extent permitted by law, and on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than nonpayment of principal of and accrued interest on the Loans due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 14.7------- 12.08, then upon the written consent of the Requisite Lenders and by written notice to the Borrower, the termination Requisite Lenders may ----- elect, in the sole discretion of the Revolving Credit Commitments such Requisite Lenders, to rescind and any unused Term Commitments and/or annul the acceleration and their its consequences may be rescinded and annulledthereupon shall release any deposit made pursuant to Section 10.02(b); but such provided, however, that no rescission ----------------- shall occur after the earlier of 30 days after the date of acceleration or any Event of Default specified in paragraph (f) or (g) of Section 10.01. No -------------- action pursuant to this paragraph (c) shall not affect any subsequent Event of Default or Potential Event of Default or impair any right or remedy consequent thereon. The provisions of the preceding sentence are intended merely to bind the Lenders to a decision which may be made at the election of the Requisite Lenders; they are not intended to benefit the Borrower and do not give the Borrower the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein are met.