Common use of Resignation as L/C Issuer or Swing Line Lender after Assignment Clause in Contracts

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, (i) upon 30 days notice to the Borrowers and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor); provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) as L/C Issuer or Swing Line Lender, as the case may be. If any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) resigns as Swing Line Lender, it shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch JPMorgan assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AGBank of America or JPMorgan, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) , may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) JPMorgan as L/C Issuer or Bank of America as Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch JPMorgan resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) JPMorgan to effectively assume the obligations of Credit Suisse AGBank of America or JPMorgan, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, any L/C Issuer or UBS AG Canada Branch the Swing Line Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch such L/C Issuer or UBS AG Canada Branch (as applicable) the Swing Line Lender may, (iA) upon 30 days days’ notice to the Borrowers Borrowing Agent and the Lenders, resign as U.S. an L/C Issuer and Canadian L/C Issuer Issuer, and/or (ii) upon 30 days days’ notice to the BorrowersBorrowing Agent, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (the applicable Lender as applicable) as an L/C Issuer or the Swing Line Lender, as the case may be. If any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGthe applicable retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AGthe retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any Swing Line Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, (i) Bank of America may, upon 30 days days’ notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or or (ii) such Swing Line Lender may, upon 30 days days’ notice to the BorrowersCompany, resign as U.S. Swing Line Lender and Canadian a Swing Line Lender, as the case may be. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders willing to accept such appointment in their sole discretion a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, provided that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or any Swing Line Lender as a Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) any Swing Line Lender resigns as Swing Line Lender, it shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Loan Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersBorrower and the Lenders, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent Required Revolving Loan Lenders, in consultation with the Borrower, shall be entitled to appoint from among the Revolving Loan Lenders (with the consent of the applicable Revolving Loan Lender) a successor L/C Issuer or Swing Line Lender hereunder hereunder; provided that if (subject to i) the Required Revolving Loan Lenders shall not have so appointed any such successor within the 30-day period following Bank of America’s notice of resignation, or (ii) Bank of America shall have resigned as Administrative Agent in accordance with Section 9.06, Bank of America may appoint such successor. Any such resignation shall be effective upon the appointment (with the consent of such the applicable Revolving Loan Lender) of a successor); provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges rights and duties obligations of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Loan Lenders to make Base Rate Loans, Canadian Base Rate Revolving Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Revolving Loan Lenders to make Base Rate Loans, Canadian Base Rate Revolving Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch Wachovia assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AGBank of America or Wachovia, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) , may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a one or more successor L/C Issuer Issuers or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (Wachovia as applicable) as an L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch Wachovia resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGBank of America or Wachovia, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) , to effectively assume the obligations of Credit Suisse AGBank of America or Wachovia, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) , with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. (i) Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days thirty days' notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian Swing Line LenderIssuer. In the event of any such resignation as L/C Issuer or Swing Line LenderIssuer, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may beIssuer. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer, and (y) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Bank of America to effectively assume the obligations of Bank of America with respect to such Letters of Credit. (ii) Notwithstanding anything to the contrary contained herein, if at any time Bank of America assigns all of its Revolving A Commitment and Revolving A Loans pursuant to subsection (b) above, Bank of America may, upon thirty days' notice to the Company, resign as Swing Line Lender. In the event of any such resignation as Swing Line Lender, the Company shall be entitled to appoint from among the Lenders a successor Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of Bank of America as Swing Line Lender. If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if (i) at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (iA) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer Issuer, and/or (B) 30 days’ notice to the Borrower and Canadian the Lenders, resign as Swing Line Lender, and (ii) at any time Citibank, N.A. assigns all of its Commitment and Loans pursuant to subsection (b) above, Citibank, N.A. may, upon 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian Swing Line LenderIssuer. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AGBank of America or Citibank, Cayman Islands BranchN.A., Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) , as L/C Issuer or Swing Line Lender. If Bank of America or Citibank, N.A. resigns as L/C Issuer or Swing Line Lender, as the case may be. If any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch resigns as an L/C Issuer, it shall retain all the rights, powers, privileges rights and duties obligations of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days days’ notice to the Borrowers Administrative Agent, the Company and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersCompany, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (Bank of America as applicable) as an L/C Issuer or Swing Line Lender, as the case may bebe and provided, further, that such successor L/C Issuer or Swing Line Lender accepts such appointment. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory AMERICAS/2022747386.20 to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch Citibank assigns all of its Revolving Credit Commitment and Revolving Credit Loans Advances pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch subsection (as applicableb) mayabove, (i) Bank of America or Citibank, as applicable, may, upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersBorrower and the Lenders, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lenderresignation, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (Citibank as applicable) as an L/C Issuer or Bank of America as Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch Citibank resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, Advances or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, Advances or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor and acceptance of such appointment by the successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) Citibank to effectively assume the obligations of Credit Suisse AGBank of America or Citibank, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days ten days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days ten days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (hereunder, subject to the consent such successor L/C Issuer’s or Swing Line Lender’s acceptance of such successor)appointment in its sole discretion; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any other Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such other Lender may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian a Swing Line Lender. In the event of any such resignation as an L/C Issuer or a Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or successor Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (such other Lender as applicable) as an L/C Issuer or a Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch another Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) another Lender resigns as a Swing Line Lender, it shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer with respect to Bank of America and/or a successor Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) the resigning L/C Issuer to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) such resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. (i) Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any other L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, then (i) Bank of America or such other L/C Issuer may, upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian the Swing Line Lender. In the event of any such resignation as of an L/C Issuer or the Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer (which may be an existing L/C Issuer) or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (the applicable L/C Issuer as applicable) as an L/C Issuer or of Bank of America as the Swing Line Lender, as the case may be. . (ii) If Bank of America or any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch other L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer with respect to such resigning L/C Issuer (x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer and (y) such successor L/C Issuer (or another of the L/C Issuers, as may be arranged by the Borrower) shall issue letters of credit in substitution for the Letters of Credit, if any, issued by the resigning L/C Issuer and outstanding at the time of such succession, or make other arrangements satisfactory to Bank of America or such other resigning L/C Issuer to effectively assume the obligations of Bank of America or such other resigning L/C Issuer with respect to such Letters of Credit. The provisions of subparts (g)(i) and (g)(ii) of this Section shall not limit the ability of the Borrower to appoint and remove L/C Issuers pursuant to Sections 2.03(l) and (m). (iii) If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branchsubsection (b) above, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank may, (i) upon 30 days thirty (30) days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days thirty (30) days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank as L/C Issuer or Swing Line Lender, as the case may be. If any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch Bank resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an any L/C Issuer hereunder with respect to all Letters of Credit issued by Xxxxx Fargo Bank outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Xxxxx Fargo Bank resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo BankBank with respect to such Letters of Credit. Notwithstanding anything to the contrary contained herein, National Associationif at any time any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, UBS AGsuch L/C Issuer may, Stamford Branch upon thirty (30) days’ notice to the Borrower and the Lenders, resign as L/C Issuer. In the event of any such resignation as L/C Issuer, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such resigning L/C Issuer. If any L/C Issuer resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of any L/C Issuer hereunder with respect to all Letters of Credit issued by such L/C Issuer outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or UBS AG Canada Branch fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (as applicablea) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the resigning L/C Issuer to effectively assume the obligations of such resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch Citibank assigns all of its Revolving Credit Commitment and Revolving Credit Loans Advances pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch subsection (as applicableb) mayabove, (i) Bank of America or Citibank, as applicable, may, upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersBorrower and the Lenders, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lenderresignation, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (Citibank as applicable) as an L/C Issuer or Bank of America as Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch Citibank resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C 91839933_4 Issuer hereunder with respect to all Letters of Credit issued by it outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, Advances or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, Advances or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor and acceptance of such appointment by the successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) Citibank to effectively assume the obligations of Credit Suisse AGBank of America or Citibank, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. (i) Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days thirty days’ notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian Swing Line LenderIssuer. In the event of any such resignation as L/C Issuer or Swing Line LenderIssuer, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may beIssuer. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer, and (y) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Bank of America to effectively assume the obligations of Bank of America with respect to such Letters of Credit. (ii) Notwithstanding anything to the contrary contained herein, if at any time Bank of America assigns all of its Revolving A Commitment and Revolving A Loans pursuant to subsection (b) above, Bank of America may, upon thirty days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as Swing Line Lender, the Company shall be entitled to appoint from among the Lenders a successor Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of Bank of America as Swing Line Lender. If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment Commitment, Revolving Loans and Revolving Credit Loans any Pro Rata Term Share of the Term Loan pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders willing to serve in such capacity a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit and Bankers’ Acceptances outstanding as of the effective date of its resignation as L/C Issuer and all L/C — BA Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit and/or Bankers’ Acceptances, if any, outstanding at the time of such succession successor or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of CreditCredit and/or Bankers’ Acceptances.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, any L/C Issuer or UBS AG Canada Branch the Swing Line Lender assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch such L/C Issuer or UBS AG Canada Branch (as applicable) the Swing Line Lender may, (i) upon 30 days days’ notice to the Borrowers Borrowing Agent and the Lenders, resign as U.S. an L/C Issuer and Canadian L/C Issuer Issuer, and/or (ii) upon 30 days days’ notice to the BorrowersBorrowing Agent, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (the applicable Lender as applicable) as an L/C Issuer or the Swing Line Lender, as the case may be. If any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(f)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (ax) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (by) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGthe applicable retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AGthe retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. (i) Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any other L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, then (i) Bank of America or such other L/C Issuer may, upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian the Swing Line Lender. In the event of any such resignation as of an L/C Issuer or the Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer (which may be an existing L/C Issuer) or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (the applicable L/C Issuer as applicable) as an L/C Issuer or of Bank of America as the Swing Line Lender, as the case may be. . (ii) If Bank of America or any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch other L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Credit Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer with respect to such resigning L/C Issuer (x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer and (y) such successor L/C Issuer (or another of the L/C Issuers, as may be arranged by the Borrower) shall issue letters of credit in substitution for the Letters of Credit, if any, issued by the resigning L/C Issuer and outstanding at the time of such succession, or make other arrangements satisfactory to Bank of America or such other resigning L/C Issuer to effectively assume the obligations of Bank of America or such other resigning L/C Issuer with respect to such Letters of Credit. The provisions of subparts (g)(i) and (g)(ii) of this Section shall not limit the ability of the Borrower to appoint and remove L/C Issuers pursuant to Sections 2.03(l) and (m). 65833673_5 (iii) If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Revolving Credit Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days thirty (30) calendar days' notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days thirty (30) calendar days' notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to with the consent of such successor)successor L/C Issuer or Swing Line Lender; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements reasonably satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any other L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) such Per- son may, (i) upon 30 days days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such other L/C Issuer as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch America or UBS AG Canada Branch another L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such other resigning L/C Issuer to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such Person with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days days’ notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersCompany, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer (subject to such successor’s acceptance) or Swing Line Lender hereunder (subject to the consent of such successor)’s acceptance) hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, Committed Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AGBank of America, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Barclays or UBS AG Canada Branch JPMorgan assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(bsubsection (b) above, Bank of America (and any of its relevant Affiliates’, including the Affiliates acting as Swing Line Lender for Swing Line Loans denominated in Euros), Credit Suisse AGBarclays or JPMorgan, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, (i) upon 30 days days’ notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian a Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AGBank of America (and its applicable Affiliate), Cayman Islands BranchBarclays or JPMorgan, Credit Suisse AGas the case may be, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) as an L/C Issuer or as Swing Line Lender, as the case may be. If Bank of America (and any of Credit Suisse AGits applicable Affiliates), Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Barclays or UBS AG Canada Branch JPMorgan resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding and Bankers’ Acceptances outstanding, and all Bankers’ Acceptances issuable under ay Acceptance Credit outstanding, as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AGBank of America, Stamford Branch Barclays or UBS AG Canada Branch (as applicable) JPMorgan resigns as a Swing Line Lender, it shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the other Lenders to make Base Rate Loans, Canadian Base Committed Loans or Alternative Currency Term Rate Loans or Canadian Prime Rate Loans, as applicable, in Euros or fund risk participations in outstanding Swing Line Loans made by it pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the such retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGBank of America, Cayman Islands Branchto Barclays or to JPMorgan, Credit Suisse AGas the case may be, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AGBank of America, Cayman Islands BranchBarclays or JPMorgan, Credit Suisse AGas the case may be, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, Bank of America or UBS AG Canada Branch any other L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) may, (i) such Person may, upon 30 days days’ notice to the Borrowers Company and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) Bank of America may, upon 30 days days’ notice to the BorrowersCompany, resign as U.S. Swing Line Lender and Canadian Swing Line Lender. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Revolving Credit Lenders (with respect to the Revolving Credit Facility) or the Performance Letter of Credit Lenders (with respect to the Performance Letter of Credit Facility), in each case who agree to serve in such capacity a successor L/C Issuer (which may be an existing L/C Issuer) or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (the applicable L/C Issuer as applicable) as an L/C Issuer or Swing Line Lender, as the case may be. If Bank of America or any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch other L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts or L/C Borrowings pursuant to Section 2.03(c) or Section 2.03(d)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer (with respect to such resigning L/C Issuer) and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the such successor L/C Issuer (or another of the L/C Issuers under such Facility, as may be arranged by the Borrowers) shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such other resigning L/C Issuer to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch Bank of America or UBS AG Canada Branch (as applicable) such other resigning L/C Issuer with respect to such Letters of Credit. The provisions of this clause (f) shall not limit the ability of the Borrowers to appoint and remove L/C Issuers pursuant to Sections 2.03(l) and (m).

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, (i) if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit USD Commitment and Revolving Credit Loans under the Committed (USD) Facility pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) 119889268 Bank of America may, (iA) upon 30 days days’ notice to the Borrowers Company and the Committed (USD) Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (iiB) upon 30 days days’ notice to the BorrowersCompany, resign as U.S. Swing Line Lender and Canadian Swing Line Lender, and (ii) if at any time any other Lender acting as an L/C Issuer assigns all of its USD Commitment and Loans under the Committed (USD) Facility pursuant to subsection (b) above, such Lender may, upon 30 days’ notice to the Company and the Committed (USD) Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Company to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may be, or any other Lender as an L/C Issuer. If Bank of America or any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch other Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit and Bankers’ Acceptances outstanding and issued by it as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed (USD) Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(d)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Committed (USD) Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit and bankers’ acceptances in substitution for the Letters of CreditCredit and Bankers’ Acceptances, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGBank of America or such other retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AGBank of America or such other retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of CreditCredit or Bankers’ Acceptances issued by it.

Resignation as L/C Issuer or Swing Line Lender after Assignment. (i) Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days thirty days’ notice to the Borrowers Borrower and the Lenders, resign as U.S. L/C Issuer and Canadian L/C Issuer and/or (ii) upon 30 days notice to the Borrowers, resign as U.S. Swing Line Lender and Canadian Swing Line LenderIssuer. In the event of any such resignation as L/C Issuer or Swing Line LenderIssuer, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America as L/C Issuer or Swing Line Lender, as the case may beIssuer. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer, and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Bank of America to effectively assume the obligations of Bank of America with respect to such Letters of Credit. (ii) Notwithstanding anything to the contrary contained herein, if at any time Bank of America assigns all of its Revolving A Commitment and Revolving A Loans pursuant to subsection (b) above, Bank of America may, upon thirty days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Bank of America as Swing Line Lender. If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment Commitments and Revolving Credit Loans pursuant to Section 10.06(b11.06(b), Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (i) upon 30 days days’ notice to the Borrowers Parent and the Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (ii) upon 30 days days’ notice to the BorrowersParent, resign as U.S. Swing Line Lender and Canadian a Swing Line Lender. In the event of any such resignation as an L/C Issuer or a Swing Line Lender, the Borrower Agent Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent Parent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (Bank of America as applicable) as an L/C Issuer or a Swing Line Lender, as the case may be. If any Bank of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it that are outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian U.S. Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(b)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as a Swing Line Lender, it shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian U.S. Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c2.04.A(c) or 2.04.B(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America to effectively assume the obligations of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, (i) if at any time Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch, or UBS AG Canada Branch Bank of America assigns all of its Revolving Credit Commitment and Loans under the Revolving Credit Loans Facility pursuant to Section 10.06(b)subsection (b) above, Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America may, (iA) upon 30 days days’ notice to the Borrowers Borrower and the Revolving Credit Lenders, resign as U.S. L/C Issuer and Canadian an L/C Issuer and/or (iiB) upon 30 days days’ notice to the BorrowersBorrower, resign as U.S. Swing Line Lender and Canadian Swing Line Lender, and (ii) if at any time any other Lender acting as an L/C Issuer assigns all of its Revolving Credit Commitment and Loans under the Revolving Credit Facility pursuant to subsection (b) above, such Lender may, upon 30 days’ notice to the Borrower and the Revolving Credit Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer or Swing Line Lender, the Borrower Agent shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder (subject to the consent of such successor)hereunder; provided, however, that no failure by the Borrower Agent to appoint any such successor shall affect the resignation of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (Bank of America as applicable) as an L/C Issuer or Swing Line Lender, as the case may be, or any other Lender as an L/C Issuer. If Bank of America or any of Credit Suisse AG, Cayman Islands Branch, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch other Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit outstanding and issued by it as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Revolving Credit Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) Bank of America resigns as Swing Line Lender, it shall retain all the rights of a the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans, Canadian Base Rate Revolving Credit Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, (a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and (b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to Credit Suisse AGBank of America or such other retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) to effectively assume the obligations of Credit Suisse AGBank of America or such other retiring L/C Issuer, Cayman Islands Branchas the case may be, Credit Suisse AG, Toronto Branch, Xxxxx Fargo Bank, National Association, UBS AG, Stamford Branch or UBS AG Canada Branch (as applicable) with respect to such Letters of CreditCredit issued by it.