Common use of Role of L/C Issuer Clause in Contracts

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving A Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer shall be liable to any Multicurrency Revolving A Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Revolving A Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of the bad faith, gross negligence or negligence, willful misconduct (as determined in or a final, non-appealable judgment by a court material breach of competent jurisdiction)this Agreement or any other Loan Document; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves were that were, as determined by a court of competent jurisdiction in a final and nonappealable judgment, caused by such L/C Issuer’s bad faith, willful misconduct or misconduct, gross negligence or material breach of this Agreement or any other Loan Document, or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the an L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such an L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each An L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and each of the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer Issuers shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer Issuers shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Required Lenders or the Required Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction by a final and non-appealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law under any Applicable Law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuers shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable an L/C Issuer, and the applicable such L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction by a final and non-appealable judgment or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer Issuers may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer Issuers shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer Issuers may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of all of the Required Multicurrency Revolving Credit Lenders, Required USD Revolving Credit Lenders, Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The applicable Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the any applicable Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the applicable Borrower or its Subsidiaries may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrowerapplicable Borrower or its Subsidiaries, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the applicable Borrower or its Subsidiaries which the such Borrower or such Subsidiaries proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Majority Lenders under the Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Facility, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its their use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were are determined by a court of competent jurisdiction in a final nonappealable judgment to have been caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any No L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders, the Required Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that Notwithstanding anything in such clauses to the contrary notwithstanding, herein the Borrower may have a claim against the applicable any L/C Issuer, and the applicable any L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary or transferee of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit (in each case, as such willful misconduct, gross negligence or willful failure is determined in a final, non-appealable judgment of a court of competent jurisdiction). In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each , except to the extent that any errors with respect to the foregoing are found by a final, non-appealable judgment of a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of the L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryIssuer.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess or the Majority Facility Lenders under the Revolving Facility under the Revolving Facility under which such Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit was issued, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the applicable Revolving Facility Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the USD Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if Facility Lenders, the Multicurrency Revolving Commitments have been terminated)Facility Lenders or the Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The applicable Revolving Facility Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the such Revolving Facility Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the applicable Revolving Facility Borrower may have a claim against the applicable an L/C Issuer, and the applicable such L/C Issuer may be liable to the such Revolving Facility Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower such Revolving Facility Borrower, which the such Revolving Facility Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the applicable L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Applicable Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C Issuer Issuers shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Revolving Lenders, the Required Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Applicable Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Applicable Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C IssuerIssuers, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Applicable Borrower may have a claim against the applicable L/C Issuer, and the applicable such L/C Issuer may be liable to the Applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Applicable Borrower which the Applicable Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send shall provide to the Administrative Agent a Letter list of outstanding Letters of Credit or conduct (together with amounts) issued by it on a monthly basis (and upon the request of the Administrative Agent); the Administrative Agent shall provide a copy of such list to any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryLender upon request.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Majority Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (on the part of such Person as determined found in a final, final and non-appealable judgment by decision of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of, and none of L/C Issuer, Administrative Agent, or any Lender or any of their respective Related Parties shall have any liability for, the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.2(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were directly caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as found in a final and non-appealable decision of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (of such Person as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction)judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or any proceeds thereof; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were have been determined by a court of competent jurisdiction in a final, non-appealable judgment to have been caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Revolving Credit Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdictionjurisdiction by final and nonappealable judgment); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Each Revolving Credit Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the any Revolving Credit Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties Parties, nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the a Revolving Credit Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the such Revolving Credit Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Revolving Credit Borrower which the such Revolving Credit Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence (as determined by a court of competent jurisdiction by final and nonappealable judgment) or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Pro Rata Facilities Lenders, the Required Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of bad faith, gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves proves, as determined by a final non-appealable judgment of a court of competent jurisdiction, were caused by such L/C Issuer’s bad faith, willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight or time draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the an L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring transferring, endorsing or assigning or purporting to transfer transfer, endorse or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer Issuers may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and other documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of bad faith, gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e2.03(f); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such L/C Issuer’s bad faith, willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may may, in its sole discretion, either accept documents that appear on their face to be in orderorder and make payment upon such documents, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a reason or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryCredit.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of No Agent-Related Person nor any L/C Issuer, the Agents, Issuer or any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its the use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of No Agent-Related Person, nor any L/C Issuer, the Agents, Issuer or any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, Borrower to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such no L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Domestic Revolving A Lender and the Borrower agrees PRA agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Domestic Revolving A Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Domestic Revolving A Lenders or the Domestic Revolving A Lenders holding in excess of fifty percent (more than 50%) % of the aggregate Multicurrency Domestic Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)A Commitments, as applicable; (ii) any action taken or omitted in the absence of bad faith, gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower PRA hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, not preclude the BorrowerPRA’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower PRA may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerPRA, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower PRA which the Borrower PRA proves were caused by such the L/C Issuer’s bad faith, willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit unless the L/C Issuer is prevented or prohibited from so paying as a result of any order or directive of any court or other Governmental Authority. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or negligence, willful misconduct or bad faith (as determined in a final, non-appealable nonappealable judgment by a court of competent jurisdiction); ) or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Documentletter of credit application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final nonappealable judgment were caused by such L/C Issuer’s gross negligence, willful misconduct or gross negligence bad faith or such L/C Issuer’s willful or grossly negligent failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (of such Person as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction)judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or any proceeds thereof; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were have been determined by a court of competent jurisdiction in a final, non-appealable judgment to have been caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which whether or not the same may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving The Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsLender, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving the Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lender, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsLender, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e)2.03(d) or for any action, neglect or omission under or in connection with any Letter of Credit or Issuer Documents, including, without limitation, the issuance or any amendment of any Letter of Credit, the failure to issue or amend any Letter of Credit, or the honoring or dishonoring of any demand under any Letter of Credit, and such action or neglect or omission will bind the Borrowers; provided, however, that anything in such clauses Section 2.03(d) to the contrary notwithstanding, but subject to any applicable rules of the Borrower ISP and the UCP 600, the Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential consequential, exemplary or exemplary, punitive damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence in (A) making payment under any Letter of Credit against presentation of a draft or other document that on its face does not comply with the terms of such L/C Issuer’s willful failure Letter of Credit, or (B) failing to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit; provided, further, that any claim against the L/C Issuer by the Borrowers for any loss suffered or incurred by the Borrowers shall be reduced by an amount equal to the sum of (i) the amount (if any) saved by the Borrowers as a result of the breach or other wrongful conduct that allegedly caused such loss, and (ii) the amount (if any) of the loss that would have been avoided had the Borrowers taken all reasonable steps to mitigate such loss, including, without limitation, by enforcing their rights against any beneficiary and, in case of a claim of wrongful dishonor, by specifically and timely authorizing the L/C Issuer to cure such dishonor. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer shall not be responsible for the wording of any Letter of Credit (including, without limitation, any drawing conditions or any terms or conditions that are ineffective, ambiguous, inconsistent, unduly complicated or reasonably impossible to satisfy), notwithstanding any assistance the L/C Issuer may send a provide to the Borrowers with drafting or recommending text for any Letter of Credit Application or conduct with the structuring of any communication transaction related to any Letter of Credit, and the Borrowers hereby acknowledge and agree that any such assistance will not constitute legal or from other advice by the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, L/C Issuer or any other commercially reasonable means representation or warranty by the L/C Issuer that any such wording or such Letter of communicating with a beneficiaryCredit will be effective. Without limiting the foregoing, the L/C Issuer may, as it deems appropriate, modify or alter and use in any Letter of Credit the terminology contained on the Letter of Credit Application for such Letter of Credit.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and other documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of bad faith, gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers from pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e2.03(f); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such L/C Issuer’s bad faith, willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may may, in its sole discretion, either accept documents that appear on their face to be in orderorder and make payment upon such documents, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a reason or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryCredit.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess or the Majority Lenders under the Revolving Facility under which such Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit was issued, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the such Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the such Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the such Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (of such Person as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction)judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or any proceeds thereof; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i‎(i) through (viii‎(vii) of Section 2.03(e‎2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were have been determined by a court of competent jurisdiction in a final, non-appealable judgment to have been caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender Lender, the Company and the each Designated Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer or Existing L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of CreditCredit or a related sight draft) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agentsapplicable Existing L/C Issuer, the Administrative Agent, any of their respective Related Parties nor any correspondent, participant or permitted assignee of any the applicable L/C Issuer or Existing L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Company and each Designated Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Company’s or the applicable Designated Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, applicable Existing L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer or Existing L/C Issuer, as applicable, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Company or the applicable Designated Borrower may have a claim against the applicable such L/C Issuer or Existing L/C Issuer, as applicable, and the applicable such L/C Issuer or Existing L/C Issuer, as applicable, may be liable to the Company or the applicable Designated Borrower, as the case may be, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Company or the applicable Designated Borrower which the Company or the applicable Designated Borrower proves were caused by such L/C Issuer’s or Existing L/C Issuer’s, as applicable, willful misconduct or gross negligence as determined by a court of competent jurisdiction by a final and nonappealable judgment or such L/C Issuer’s or Existing L/C Issuer’s, as applicable, willful or grossly negligent failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer or Existing L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer or Existing L/C Issuer, as applicable, shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders or the Revolving Lenders then having more than 50% of the Aggregate Revolving Commitments (or if the obligation of the commitment of each Revolving Lender to make Loans and the obligation of the L/C Issuer to make L/C Credit Extensions have been terminated pursuant to Section 8.02, the Revolving Lenders or the Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or more than 50% of the Total Multicurrency Outstandings in respect of the Revolving Outstandings if the Multicurrency Revolving Commitments have been terminatedFacility), as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the each Borrower agrees that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders under the applicable Facility or the Required U.S. Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency or Required Canadian Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, bad faith or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s such Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the a Borrower may have a claim against the applicable an L/C Issuer, and the applicable such L/C Issuer may be liable to the such Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such L/C Issuer’s willful misconduct misconduct, bad faith or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer Issuers may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer Issuers shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s 's pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described Notwithstanding anything in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses ) to the contrary notwithstandingcontrary, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the applicable L/C Issuer’s 's willful misconduct or gross negligence or such the applicable L/C Issuer’s 's willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described Notwithstanding anything in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses ) to the contrary notwithstandingcontrary, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the applicable L/C Issuer’s willful misconduct or gross negligence or such the applicable L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) any error, omission, interruption, loss or delay in transmission or delivery of any draft, notice or other communication under or relating to any Letter of Credit or any error in interpretation of technical terms; (iv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document; or (v) for any action, neglect or omission under or in connection with any Letter of Credit or Issuer Documents, including, without limitation, the issuance or amendment of any Letter of Credit, the failure to issue or amend any Letter of Credit, or the honoring or dishonoring of any demand under any Letter of Credit, and such action or neglect or omission will be binding upon the Loan Parties and the Lenders; provided that the Borrowers may have a claim against the L/C Issuer, and the L/C Issuer may be liable to the Borrowers, to the extent, but only to the extent, of any direct, as opposed to punitive, consequential or exemplary, damages suffered by the Borrowers which the Borrowers prove were caused by the L/C Issuer’s willful misconduct or gross negligence. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of CreditCredit or making any payment under a Bankers’ Acceptance, no neither L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any either L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any either L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Revolving Lenders, the Required Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit, Bankers’ Acceptance or Letter of Credit or Issuer DocumentApplication. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or Bankers’ Acceptance; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any either L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any either L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.04(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit or to honor any Bankers’ Acceptance presented for payment in strict compliance with its terms and conditions. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument endorsing, transferring or assigning or purporting to endorse, transfer or assign a Letter of Credit or Bankers’ Acceptance or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess or the Majority Lenders under the Revolving Facility under which such Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit was issued, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the such Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the such Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the such Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction in a final and non-appealable judgment or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that that, this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that that, anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and each of the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Aggregate Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Aggregate Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Majority Lenders under the Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Facility, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as finally determined in a final, non-appealable judgment by a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence (as finally determined by a court of competent jurisdiction) or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Required Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (on the part of such Person as determined found in a final, final and non-appealable judgment by decision of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of, and none of L/C Issuer, Administrative Agent, or any Lender or any of their respective Related Parties shall have any liability for, the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.2(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were directly caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as found in a final and non-appealable decision of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None document provided that such sight drafts, certificates and other documents required by any Letter of any Credit appear regular on their face, except to the extent of the L/C Issuer, the Agents, 's gross negligence or willful misconduct. No Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Majority Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this the foregoing assumption is not intended to, and shall not, preclude the Borrower’s 's pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C IssuerNo Agent-Related Person, the Agents, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that . Notwithstanding anything contained in such clauses the foregoing provisions of this Section 2.03(f) or elsewhere to the contrary notwithstandingcontrary, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s 's willful misconduct or gross negligence or such the L/C Issuer’s willful 's failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of such Letter of Credit or the L/C Issuer's payment under any Letter of Credit after presentation to it by the beneficiary of a sight draft, certificate(s) or other documents which do not comply with the terms and conditions of a Letter of CreditCredit or which do not appear regular on their face. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to and the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Loan Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Loan Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Loan Lenders, the Required Revolving Loan Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)any Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, provided that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e); provided, however, provided that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or permitted assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or permitted assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance furtherance, and not in limitation limitation, of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Incremental Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer Issuers shall be liable to any Multicurrency Incremental Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Incremental Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (misconduct, as determined in by a final, non-appealable judgment by of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that Notwithstanding anything in such clauses to the contrary notwithstandingherein, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary or transferee of a sight draft and certificate(s) documents strictly complying with any the terms and conditions of a Letter of Credit, as determined by a final, non-appealable judgment of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the an L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such an L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. Each Lender and the Borrowers agree that the L/C Issuer shall not have any responsibility for (i) dishonoring any presentation which does not strictly comply with the terms of the applicable Letter of Credit, (ii) honoring any presentation which complies substantially with the terms of the applicable Letter of Credit, except in such cases where the Letter of Credit requires strict compliance or (iii) defending or settling any claim of wrongful dishonor or repudiation with or without joining any Borrower in the applicable action. Other than in the case of Enhancement Letters of Credit, the L/C Issuer may assert or waive or, provided that any required consents have been received from the applicable Borrower or other Person, amend any provision of any Letter of Credit that primarily concerns the operations of the L/C Issuer. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit unless the L/C Issuer is prevented or prohibited from so paying as a result of any order or directive of any court or other Governmental Authority. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving A-12 Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer shall be liable to any Multicurrency Revolving A-12 Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Revolving A-12 Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of the bad faith, gross negligence or negligence, willful misconduct (as determined in or a final, non-appealable judgment by a court material breach of competent jurisdiction)this Agreement or any other Loan Document; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves were that were, as determined by a court of competent jurisdiction in a final and nonappealable judgment, caused by such L/C Issuer’s bad faith, willful misconduct or misconduct, gross negligence or material breach of this Agreement or any other Loan Document, or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the an L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such an L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each An L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the theeach Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (of such Person as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction)judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The TheEach Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or any proceeds thereof; provided, however, that this assumption is not intended to, and shall not, preclude the thesuch Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the thesuch Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the thesuch Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the thesuch Borrower which the Borrower proves were have been determined by a court of competent jurisdiction in a final, non-appealable judgment to have been caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which whether or not the same may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the Agents, No Agent‑Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its the use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s any Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C IssuerNo Agent‑Related Person, the Agents, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the a Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, a Borrower to the extent, but only to the extent, of any direct, as opposed to consequential special, indirect, consequential, punitive or exemplary, damages suffered by the such Borrower which the such Borrower proves (as determined by a court of competent jurisdiction by final nonappealable judgment) were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful unlawful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such no L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Revolving Credit Borrower agrees that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsApplicable Administrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders or the Required Multicurrency Revolving Credit Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Revolving Credit Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the any Revolving Credit Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsApplicable Administrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the a Revolving Credit Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the a Revolving Credit Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the Borrower proves were are determined by a final order of a court of competent jurisdiction to have been caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAgent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAgent, any of their respective Related Parties nor any correspondent, participant participant, or assignee of any the L/C Issuer, Issuer shall be liable or responsible to the Loan Parties for any of the matters described in clauses (i) through (viiiiv) above, or for any action, neglect or omission under or in connection with any Letter of Section 2.03(e)Credit or Issuer Documents, including, without limitation, the issuance or amendment of any Letter of Credit, the failure to issue or amend any Letter of Credit, or the honoring or dishonoring of any demand under any Letter of Credit, and such action or neglect or omission will be binding upon the Borrowers; providedprovided that, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to punitive, consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and may disregard any requirement in a Letter of Credit that notice of dishonor be given in a particular manner and any requirement that presentation be made at a particular place or by a particular time of day), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer shall not be responsible for the wording of any Letter of Credit (including, without limitation, any drawing conditions or any terms or conditions that are ineffective, ambiguous, inconsistent, unduly complicated or reasonably impossible to satisfy), notwithstanding any assistance the L/C Issuer may send a provide to the Borrowers with drafting or recommending text for any Letter of Credit Application or conduct with the structuring of any communication transaction related to any Letter of Credit, and the Borrowers hereby acknowledge and agree that any such assistance will not constitute legal or from other advice by the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, L/C Issuer or any other commercially reasonable means representation or warranty by the L/C Issuer that any such wording or such Letter of communicating with a beneficiaryCredit will be effective. Without limiting the foregoing, the L/C Issuer may, as it deems appropriate, modify or alter and use in any Letter of Credit the terminology contained on the Letter of Credit Application for such Letter of Credit.

Role of L/C Issuer. The L/C Issuer shall, promptly following its receipt thereof, examine all documents purporting to represent a demand for payment under a Letter of Credit. The L/C Issuer shall promptly notify the Administrative Agent and the Borrower by telephone (confirmed by electronic means) of any such demand for payment under a Letter of Credit and whether the L/C Issuer has made or will make a disbursement thereunder; provided, that any failure to give or delay in giving such notice shall not relieve the Borrower of its obligation to reimburse the L/C Issuer and the Revolving Facility Lenders with respect to any such disbursement. Each Multicurrency Revolving Facility Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Majority Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Facility Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a finalby the applicable L/C Issuer, non-appealable judgment by a court the Administrative Agent, the applicable Related Party or any applicable correspondent, participant or assignee of competent jurisdiction)the L/C Issuer; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its their use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of CreditCredit or making any payment under a Bankers’ Acceptance, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction by a final and nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit Credit, Bankers’ Acceptance, Issuer Document or Issuer Acceptance Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or Bankers’ Acceptance; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential CH\1702371.21 or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction by a final and nonappealable judgment or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit or to honor any Bankers’ Acceptance presented for payment in strict compliance with its terms and conditions. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument endorsing, transferring or assigning or purporting to endorse, transfer or assign a Letter of Credit or Bankers’ Acceptance or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as with such absence to be presumed unless otherwise determined in a final, non-appealable judgment by a court of competent jurisdictionjurisdiction in a final and nonappealable judgment); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, provided that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e); provided, however, provided that anything in such clauses to the contrary notwithstanding, the a Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the such Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence (as determined by a court of competent jurisdiction in a final and nonappealable judgment) or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring transferring, endorsing or assigning or purporting to transfer transfer, endorse or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender The Borrowers and the Borrower agrees Lenders agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any Neither the Administrative Agent nor the L/C Issuer, the Agents, Issuer nor any of their respective Related Parties affiliates, directors, officers, employees, agents or advisors nor any correspondentof the correspondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in by a final, non-appealable judgment by of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any Neither the Administrative Agent nor the L/C Issuer, the Agents, Issuer nor any of their respective Related Parties affiliates, directors, officers, employees, agents or advisors nor any correspondentof the correspondents, participant participants or assignee assignees of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.02(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which are determined by a final, non-appealable judgment of a court of competent jurisdiction to have arisen from the Borrower proves were caused by such L/C Issuer’s gross negligence or willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in ordersubstantial compliance with the terms of a Letter of Credit, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.​ -61- 4147-6459-6034 ​

Role of L/C Issuer. Each Multicurrency Revolving A-2 Lender and the applicable Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer shall be liable to any Multicurrency Revolving A-2 Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Revolving A-2 Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of the bad faith, gross negligence or negligence, willful misconduct (as determined in or a final, non-appealable judgment by a court material breach of competent jurisdiction)this Agreement or any other Loan Document; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The applicable Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s applicable Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the applicable Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, punitive, consequential or exemplary, damages suffered by the applicable Borrower which the Borrower proves were caused that were, as determined by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter a court of Credit after the presentation to it by the beneficiary of competent jurisdiction in a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.final and

Role of L/C Issuer. Each Multicurrency Revolving Lender and the US Borrower agrees or the European Borrower, as applicable, agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the either Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) Colfax Credit Agreement 10/19/2011xxxx://xxx.xxx.xxx/Archives/xxxxx/data/1420800/000119312508113306/dex101.htm through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the US Borrower or the European Borrower, as applicable, may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the theeach Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (misconduct, as determined in by a final, non-appealable final and nonappealable judgment by of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The TheEach Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the applicable Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses subsections (i) through (viiiv) of Section 2.03(e); provided, however, that that, anything in such clauses subsections to the contrary notwithstanding, the applicable Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the applicable Borrower which the applicable Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit, in each case, as determined by a final and nonappealable judgment of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the Borrower agrees that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess or the Majority Lenders under the Revolving Facility under which such Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit was issued, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, bad faith or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct misconduct, bad faith or gross negligence determined by a final non-appealable judgment of a court of competent jurisdiction or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of CreditCredit requested by the Borrower, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit, requested by the Borrower; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or misconduct, gross negligence or such the material breach of any of its obligations hereunder or under any Issuer Document or under any Letter of Credit issued on the Borrower’s behalf or the L/C Issuer’s willful failure to pay under any Letter of Credit Credit, requested by the Borrower, after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument CHAR1\1967948v4 related to any Letter of Credit or Issuer DocumentDocument or underlying transaction. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, howeverthat, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses subsections (i) through (viiiix) of Section 2.03(e); provided, howeverthat, that anything in such clauses subsections to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential consequential, special, indirect or incidental, punitive or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction in a final and nonappealable judgment or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and draft, certificate(s) or other documents strictly complying with any the terms and conditions of a Letter of CreditCredit unless the L/C Issuer is prevented or prohibited from so paying as a result of any order or directive of any court or other Governmental Authority. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and non-appealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.03(d); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction in a final and non-appealable judgment or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit or the L/C Issuer’s payment under any Letter of Credit without presentation to it of a draft, certificates and/or other documents that substantially comply with the terms and conditions of the Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and other documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Lender under any Revolving Lender Tranche for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of under such Revolving Tranche or the aggregate Multicurrency Majority Lenders under such Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Tranche, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, bad faith or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction); jurisdiction in a final and non-appealable judgment or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it they may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.03(f); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such L/C Issuer’s willful misconduct misconduct, bad faith or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may may, in its sole discretion, either accept documents that appear on their face to be in orderorder and make payment upon such documents, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a reason or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryCredit.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Required Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (on the part of such Person as determined found in a final, final and non-appealable judgment by decision of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of, and none of L/C Issuer, Administrative Agent, or any Lender or any of their respective Related Parties shall have any liability for, the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative 42297167v.11 Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.2(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower Xxxxxxxx proves were directly caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as found in a final and non-appealable decision of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall will not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the Agents, any of their respective Related Parties nor or any correspondent, participant or assignee of any the applicable L/C Issuer shall will be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated); Required Lenders, as applicable, (ii) any action taken or omitted in the absence of its gross negligence or negligence, willful misconduct (as or bad faith, with such absence to be presumed unless otherwise determined in a final, non-appealable judgment by a court of competent jurisdiction); jurisdiction in a final and nonappealable judgment, or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall will not, preclude the Borrower’s Borrower and/or another Subsidiary of Ultimate Parent, as applicable, from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the Agents, any of their respective Related Parties nor or any correspondent, participant or assignee of any the applicable L/C Issuer, shall Issuer will be liable or responsible for by reason of or in connection with the issuance or transfer of any Letter of Credit or any payment or failure to make any payment thereunder (irrespective of any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.04(e)), or any error, omission, interruption, loss or delay in transmission or delivery of any draft, notice or other communication under or relating to any Letter of Credit (including any document required to make a drawing thereunder), any error in interpretation of technical terms or any consequence arising from causes beyond the control of the applicable L/C Issuer; provided, however, that anything in such clauses the foregoing to the contrary notwithstanding, the Borrower and/or another Subsidiary of Ultimate Parent, as applicable, may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrower or such other Subsidiary of Ultimate Parent, to the extent, but only to the extent, of any direct, direct (as opposed to special, punitive, consequential or exemplary, ) damages suffered by the Borrower which the Borrower it and that it proves were caused by (x) such L/C Issuer’s willful misconduct failure to exercise care when determining whether drafts and other documents presented under a Letter of Credit comply with the terms thereof or gross negligence or (y) such L/C Issuer’s willful failure to pay or material breach in bad faith under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit, in each case as determined by a court of competent jurisdiction in a final and nonappealable judgment. The parties hereto expressly agree that, in the absence of willful misconduct, gross negligence or bad faith on the part of an L/C Issuer (with such absence to be presumed unless otherwise determined by a court of competent jurisdiction in a final and nonappealable judgment), such L/C Issuer shall be deemed to have exercised care in each such determination. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may may, in its sole discretion, either accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit. The applicable L/C Issuer shall will not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C Issuer Issuers shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Lenders, the Revolving Lenders, the Required Revolving Lenders, the Pro Rata Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Pro Rata Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondentof the respective correspondents, participant participants or assignee assignees of any the L/C IssuerIssuers, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via communications with beneficiaries by way of the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message message, by overnight courier or overnight courier, or any by other commercially reasonable means means. Each L/C Issuer shall provide to the Administrative Agent a list of communicating outstanding Letters of Credit (together with amounts) issued by it on a beneficiarymonthly basis (and upon the request of the Administrative Agent); the Administrative Agent shall provide a copy of such list to any Lender upon request.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy (other than conformance to the terms of the Letter of Credit) of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrower, Consolidated Entities or Unconsolidated Entities which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and other documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of bad faith, gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and nonappealable judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e2.03(f); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such L/C Issuer’s bad faith, willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay material breach of its obligations under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditthis Agreement. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may may, in its sole discretion, either accept documents that appear on their face to be in orderorder and make payment upon such documents, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a reason or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryCredit.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance furtherance, and not in limitation limitation, of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s ’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of CreditCredit or making any payment under a Bankers’ Acceptance, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)jurisdiction in a final and non-appealable decision; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit Credit, Bankers’ Acceptance or Issuer DocumentDocument or Acceptance document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or Bankers’ Acceptance; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence as determined by a court of competent jurisdiction in a final and non-appealable decision or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit or to honor any Bankers’ Acceptance presented for payment in strict compliance with its terms and conditions. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument endorsing, transferring or assigning or purporting to endorse, transfer or assign a Letter of Credit or Bankers’ Acceptance or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.NYI- 4560366v1138

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAgent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAgent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and each of the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Aggregate Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Aggregate Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a any Letter of Credit, no neither the L/C Issuers nor the L/C Substitute Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any an L/C Issuer or the L/C Substitute Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any an L/C Issuer, Issuer or the L/C Substitute Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable an L/C Issuer, and the applicable such L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves were caused by such L/C Issuer’s the willful misconduct or gross negligence or of such L/C Issuer’s Issuer or L/C Substitute Issuer or the willful failure of such L/C Issuer or L/C Substitute Issuer to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, an L/C Issuer and the L/C Substitute Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such neither an L/C Issuer nor the L/C Substitute Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Lender holding a Revolving Lender Commitment and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, final non-appealable judgment by of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary (as determined in a final non-appealable judgment of a sight draft and certificate(s) strictly complying with any terms and conditions court of a Letter of Creditcompetent jurisdiction). In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the Applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdictionjurisdiction in a final non-appealable judgment); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable Applicable L/C Issuer, and the applicable Applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the Applicable L/C Issuer’s willful misconduct or gross negligence (as determined by a court of competent jurisdiction in a final non-appealable judgment) or such the Applicable L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the Applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the Applicable L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the U.S. Revolving Credit Lenders or the Required U.S. Revolving Lenders holding (in excess the case of fifty percent any U.S. Letter of Credit) or the Hong Kong Revolving Credit Lenders or the Required Hong Kong Revolving Lenders (50%) in the case of the aggregate Multicurrency Revolving Commitments (or any Hong Kong Letter of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminatedCredit), as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The U.S. Borrower hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any U.S. Letter of Credit and the Hong Kong Borrower hereby assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Hong Kong Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s any applicable Borrower pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the a Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the such Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving AA-1 Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer shall be liable to any Multicurrency Revolving AA-1 Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Lenders, the Required Revolving AA-1 Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of the bad faith, gross negligence or negligence, willful misconduct (as determined in or a final, non-appealable judgment by a court material breach of competent jurisdiction)this Agreement or any other Loan Document; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any such L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiix) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable an L/C Issuer, and the applicable an L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves were that were, as determined by a court of competent jurisdiction in a final and nonappealable judgment, caused by such L/C Issuer’s bad faith, willful misconduct or misconduct, gross negligence or material breach of this Agreement or any other Loan Document, or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the an L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such an L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each An L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (on the part of such Person as determined found in a final, final and non-appealable judgment by decision of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of, and none of L/C Issuer, Administrative Agent, or any Lender or any of their respective Related Parties shall have any liability for, the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.2(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were directly caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as found in a final and non-appealable decision of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Aggregate Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Aggregate Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s 's pursuing such rights and remedies as it they may have against the beneficiary or transferee at law under any applicable Law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s 's willful misconduct or gross negligence or such the L/C Issuer’s 's willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any No L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders, the Required Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated); Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction); misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that Notwithstanding anything in such clauses to the contrary notwithstanding, herein the Borrower may have a claim against the applicable any L/C Issuer, and the applicable any L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary or transferee of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit (in each case, as such willful misconduct, gross negligence or willful failure is determined in a final, non-appealable judgment of a court of competent jurisdiction). In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each , except to the extent that any errors with respect to the foregoing are found by a final, non-appealable judgment of a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of the L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryIssuer.

Role of L/C Issuer. Each Multicurrency Revolving Lender of the Borrower and the Borrower Revolving Lenders agrees that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any Neither the Administrative Agent nor the applicable L/C Issuer, the Agents, Issuer nor any of their respective Related Parties affiliates, directors, officers, employees, agents or advisors nor any correspondentof the correspondents, participant participants or assignee assignees of any such L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any Neither the Administrative Agent nor such L/C Issuer, the Agents, Issuer nor any of their respective Related Parties affiliates, directors, officers, employees, agents or advisors nor any correspondentof the correspondents, participant participants or assignee assignees of any such L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiivi) of Section 2.03(e2.02(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying which on its face appears to be in compliance with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the such L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (of such Person as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction)judgment; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Each Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of CreditCredit or any proceeds thereof; provided, however, that this assumption is not intended to, and shall not, preclude the such Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiivii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential consequential, exemplary, special, indirect or exemplarypunitive, damages suffered by the such Borrower which the Borrower proves were have been determined by a court of competent jurisdiction in a final, non-appealable judgment to have been caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditmisconduct. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, or refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which whether or not the same may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Credit Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Credit Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Required Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (on the part of such Person as determined found in a final, final and non-appealable judgment by decision of a court of competent jurisdiction); or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of, and none of L/C Issuer, Administrative Agent, or any Lender or any of their respective Related Parties shall have any liability for, the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.2(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower Xxxxxxxx proves were directly caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as found in a final and non-appealable decision of a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and each of the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders or Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Aggregate Commitments, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law under any Applicable Law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower Borrowers proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the applicable L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the applicable L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the such L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or such L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender of the US Revolver Lenders, the Canadian Revolver Lenders, the US Borrower and the Canadian Borrower agrees that, in paying any drawing under a Letter of Credit, no the Applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any Neither the L/C IssuerIssuers, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the US Revolver Lenders, the Canadian Revolver Lenders, the US Revolver Required Lenders, the Canadian Revolver Required Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The applicable Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, provided that this assumption is not intended to, and shall not, preclude the Borrower’s such Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any Neither the L/C IssuerIssuers, the Agents, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); providedprovided that, however, that anything in such clauses to the contrary notwithstanding, the applicable Borrower may have a claim against the applicable Applicable L/C Issuer, and the applicable Applicable L/C Issuer may be liable to the applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the such Borrower which the such Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and draft, certificate(s) and documents expressly required by the Letter of Credit strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the Applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and and, in the event a Letter of Credit allows for transfer or assignment of such Letter of Credit, the Applicable L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a such Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The Applicable L/C Issuer may send shall deliver to the applicable Borrower copies of any documents purporting to assign or transfer a Letter of Credit or conduct any communication issued for the account of such Borrower. The failure of such L/C Issuer to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means deliver such documents will not relieve such Borrower of communicating with a beneficiaryits obligations hereunder.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter Letter-of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (iii) any error, omission, interruption, loss or delay (i) Without limiting any other provision of this Agreement, the L/C Issuer and each other Letter of Credit Related Person (if applicable) shall not be responsible to the Borrowers for, and the L/C Issuer’s rights and remedies against the Borrowers and the obligation of the Borrowers to reimburse the L/C Issuer for each drawing under each Letter of Credit shall not he impaired by: (i) honor of a presentation under any Letter of Credit that on its face substantially complies with the terms and conditions of such Letter of Credit, even if the Letter of Credit requires strict compliance by the beneficiary; (ii) honor of a presentation of any Drawing Document that appears on its face to have been signed, presented or issued (A) by any purported successor or transferee of any beneficiary or other Person required to sign, present or issue such Drawing Document or (B) under a new name of the beneficiary; (iii) acceptance as determined a draft of any written or electronic demand or request for payment under a Letter of Credit, even if nonnegotiable or not in the form of a finaldraft or notwithstanding any requirement that such draft, non-appealable judgment demand or request bear any or adequate reference to the Letter of Credit; (iv) the identity or authority of any presenter or signer of any Drawing Document or the form, accuracy, genuineness or legal effect of any Drawing Document (other than the L/C Issuer’s determination that such Drawing Document appears on its face substantially to comply with the terms and conditions of the Letter of Credit); (v) acting upon any instruction or request relative to a Letter of Credit or requested Letter of Credit that the L/C Issuer in good faith believes to have been given by a court Person authorized to give such instruction or request; (vi) any errors, omissions, interruptions or delays in transmission or delivery of competent jurisdiction)any draft, notice or other communication under or relating to any Letter of Credit or any errormessage, advice or document (regardless of how sent or transmitted) or for errors in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrarycontrary (or the L/C Issuer may refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit), and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each or in translation or any delay in giving or failing to give notice to the Borrowers; (vii) any acts, omissions or fraud by, or the insolvency of, any beneficiary, any nominated person or entity or any other Person or any breach of contract between any beneficiary and any Borrower or any of the parties to the underlying transaction to which the Letter of Credit relates; (viii) assertion or waiver of any provision of the ISP or UCP that primarily benefits an issuer of a letter of credit, including any requirement that any Drawing Document be presented to it at a particular hour or place; (ix) payment to any paying or negotiating bank (designated or permitted by the terms of the applicable Letter of Credit) claiming that it rightfully honored or is entitled to reimbursement or indemnity under Standard Letter of Credit Practice applicable to it; (x) acting or failing to act as required or permitted under Standard Letter of Credit Practice applicable to where the L/C Issuer has issued, confirmed, advised or negotiated such Letter of Credit, as the case may send be; (xi) honor of a presentation after the expiration date of any Letter of Credit or conduct any communication notwithstanding that a presentation was made prior to or from such expiration date and dishonored by the beneficiary via L/C Issuer if subsequently the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, L/C Issuer or any court or other commercially reasonable means finder of communicating fact determines such presentation should have been honored; (xii) dishonor of any presentation that does not strictly comply or that is fraudulent, forged or otherwise not entitled to honor; or (xiii) honor of a presentation that is subsequently determined by the L/C Issuer to have been made in violation of international, federal, state or local restrictions on the transaction of business with a beneficiarycertain prohibited Persons.

Role of L/C Issuer. Each Multicurrency Revolving Lender Lender, the Company, the Australian Borrower and the Canadian Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C IssuerIssuers, the AgentsMulticurrency Administrative Agent, the Australian Administrative Agent, the Canadian Administrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any an L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, the Australian Revolving Lenders, the Canadian Revolving Lenders or the Required Revolving Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Company hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s applicable Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C IssuerIssuers, the AgentsMulticurrency Administrative Agent, the Australian Administrative Agent, the Canadian Administrative Agent any of their respective Related Parties nor any correspondent, participant or assignee of any an L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the applicable Borrower may have a claim against the applicable an L/C Issuer, and the applicable such L/C Issuer may be liable to the applicable Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the applicable Borrower which the applicable Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the each L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of unless it receives from the Company any notice or information to the contrary, and each such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the applicable L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the applicable L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the applicable L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Required Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, or willful misconduct (as determined by a court of competent jurisdiction in a final, non-appealable judgment by a court of competent jurisdiction); judgment) or (iii) the due execution, effectiveness, validity 83894470_5 or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law Law or under any other agreement. None of any the applicable L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any such L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable such L/C Issuer, and the applicable such L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to indirect, special, punitive, consequential or exemplary, damages suffered by the Borrower which the Borrower proves a court of competent jurisdiction determines in a final non-appealable judgment were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Creditnegligence. In furtherance and not in limitation of the foregoing, the applicable L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and each of the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Aggregate Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Aggregate Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it they may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the Agents, Administrative Agent or any of their respective Related Parties Affiliates, or any of the partners, directors, officers, employees, agents and advisors of the L/C Issuer, the Administrative Agent or any of their Affiliates, nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the Agents, Administrative Agent or any of their respective Related Parties Affiliates, or any of the partners, directors, officers, employees, agents and advisors of the L/C Issuer, the Administrative Agent or any of their Affiliates, nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.3(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit unless the L/C Issuer is prevented or prohibited from so paying as a result of any order or directive of any court or other Governmental Authority. In furtherance and not in limitation of the foregoing, (x) the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the L/C Issuer, and such the L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by the L/C Issuer’s willful misconduct or gross negligence, and (y) the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight or time draft, certificates and documents expressly required by the such Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders or the Required Lenders, the Lenders holding in excess of fifty percent (50%) the Revolving Credit Exposure or the Lenders holding at least a majority of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit Exposure, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, bad faith or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves proves, as determined by a final nonappealable judgment of a court of competent jurisdiction, were caused by such the L/C Issuer’s willful misconduct misconduct, bad faith or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight or time draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring transferring, endorsing or assigning or purporting to transfer transfer, endorse or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Incremental Revolving Facility Lender and the Borrower agrees that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Incremental Revolving Facility Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Majority Facility Lenders under the Incremental Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Facility, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Working Capital Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor and any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith not taken, at the request or with the approval of Multicurrency Revolving Lenders holding or Required Lenders, as applicable, in excess connection with a Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (Credit or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)any Issuer Document; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined misconduct, any action taken or not taken in connection with a final, non-appealable judgment by a court Letter of competent jurisdiction)Credit or any Issuer Document; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The As between Borrower and L/C Issuer, Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, provided that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor and any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); providedprovided that, however, that notwithstanding anything in such clauses to the contrary notwithstandingcontained in such clauses, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the that Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument document transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which that may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Facility Lender and the Borrower agrees that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Facility Lenders holding in excess or the Majority Lenders under the Revolving Facility under which such Letter of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Credit was issued, as applicable; (ii) any action taken or omitted in the absence of gross negligence negligence, bad faith or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.05(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to special, indirect, consequential or exemplary, exemplary damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct misconduct, bad faith or gross negligence determined by a final non-appealable judgment of a court of competent jurisdiction or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Aggregate Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Aggregate Commitments have been terminated); (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower pursuing such rights and remedies as it may have against the beneficiary or transferee at law under any applicable Law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each The L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a any Letter of Credit, no neither the L/C Issuer nor the L/C Substitute Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer or the L/C Substitute Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Majority Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument Instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer or the L/C Substitute Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.08(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s the willful misconduct or gross negligence or such of the L/C Issuer’s Issuer or L/C Substitute Issuer or the willful failure of the L/C Issuer or L/C Substitute Issuer to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer and the L/C Substitute Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to and neither the contrary, and such L/C Issuer nor the L/C Substitute Issuer shall not be responsible for the validity or sufficiency of any instrument Instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct misconduct; (as determined iii) any error, omission, interruption, loss or delay in a finaltransmission or delivery of any draft, non-appealable judgment by a court notice or other communication under or relating to any Letter of competent jurisdiction)Credit or any error in interpretation of technical terms; or (iiiiv) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit contrary (or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a refuse to accept and make payment upon such documents if such documents are not in strict compliance with the terms of such Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryCredit).

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees agree that, in paying any drawing under a Letter of Credit, no L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any L/C Issuer, the AgentsAgent, any of their respective Related Parties Affiliates nor any correspondent, participant or assignee of any L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any L/C Issuer, the AgentsAgent, any of their respective Related Parties Affiliates nor any correspondent, participant or assignee of any L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viii) of Section 2.03(e2.11(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such L/C Issuer’s willful misconduct or gross negligence or such L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees Borrowers agree that, in paying any drawing under a any Letter of Credit, no neither the L/C Issuer nor the L/C Substitute Issuer shall have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer or the L/C Substitute Issuer shall be liable to any Multicurrency Revolving Lender for for: (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Revolving Credit Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument Instrument related to any Letter of Credit or Issuer Document. The Borrower Borrowers hereby assumes assume all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrowers’ pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, the L/C Substitute Issuer, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer or the L/C Substitute Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves were caused by such L/C Issuer’s the willful misconduct or gross negligence or such of the L/C Issuer’s Issuer or L/C Substitute Issuer or the willful failure of the L/C Issuer or L/C Substitute Issuer to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer and the L/C Substitute Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to and neither the contrary, and such L/C Issuer nor the L/C Substitute Issuer shall not be responsible for the validity or sufficiency of any instrument Instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the Borrower agrees agree that, in paying any drawing under a Letter of Credit, no the L/C Issuer shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency the Required Revolving Lenders holding in excess of fifty percent (50%) of the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined or breach in a final, non-appealable judgment by a court bad faith of competent jurisdiction)its obligations hereunder; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer Document. The Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Borrower’s Borrower pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the AgentsAdministrative Agent, any of their respective Related Parties nor any correspondent, participant or assignee of any the L/C Issuer, Issuer shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e2.04(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the Borrower, to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Borrower which the Borrower proves were caused by such the L/C Issuer’s willful misconduct or gross negligence or such breach in bad faith of its obligations hereunder or the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Role of L/C Issuer. Each Multicurrency Revolving Lender and the each Borrower agrees that, that (x) in paying any drawing under a Letter of Credit, no the L/C Issuer Issuer, or (y) in issuing any L/C Guaranty, the Administrative Agent, shall not have any responsibility to obtain any document (other than any sight draft, certificates and documents expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. None of any the L/C Issuer, the Agents, any Agent-Related Person nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer shall be liable to any Multicurrency Revolving Lender for (i) any action taken or omitted in connection herewith at the request or with the approval of Multicurrency Revolving the Lenders holding in excess of fifty percent (50%) of or the aggregate Multicurrency Revolving Commitments (or of the Total Multicurrency Revolving Outstandings if the Multicurrency Revolving Commitments have been terminated)Required Lenders, as applicable; (ii) any action taken or omitted in the absence of gross negligence or willful misconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction)misconduct; or (iii) the due execution, effectiveness, validity or enforceability of any document or instrument related to any Letter of Credit or Issuer DocumentLetter of Credit Application. The Each Borrower and each Domestic Subsidiary of a Borrower hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its the use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the any Borrower’s pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. None of any the L/C Issuer, the Agentsany Agent-Related Person, nor any of their the respective Related Parties nor any correspondentcorrespondents, participant participants or assignee assignees of any the L/C Issuer, shall be liable or responsible for any of the matters described in clauses (i) through (viiiv) of Section 2.03(e); provided, however, that anything in such clauses to the contrary notwithstanding, the Borrower Borrowers may have a claim against the applicable L/C Issuer, and the applicable L/C Issuer may be liable to the BorrowerBorrowers, to the extent, but only to the extent, of any direct, as opposed to consequential consequential, punitive or exemplary, damages suffered by the Borrower Borrowers which the Borrower proves Borrowers prove were caused by such the L/C Issuer’s willful misconduct or gross negligence or such the L/C Issuer’s willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with any the terms and conditions of a Letter of CreditCredit as finally determined by a court of competent jurisdiction. In furtherance and not in limitation of the foregoing, the L/C Issuer may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary, and such the L/C Issuer shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason. Each L/C Issuer may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.