Common use of Certain Credit Support Events Clause in Contracts

Certain Credit Support Events. Upon the request of Administrative Agent (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of Administrative Agent, the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Exposure, Borrower will, forthwith upon demand by Administrative Agent, pay to Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer any Issuing Bank has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) a Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, such Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of Administrative Agent, the L/C Issuer, by an Agent or the Swing Line Lenderapplicable Issuing Bank, Borrower shall deliver to Administrative Agent provide Cash Collateral in Dollars or Canadian Dollars, as applicable, in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time Administrative an Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative Agent the Agents or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the applicable Borrower will, forthwith upon demand by Administrative an Agent, pay to Administrative such Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative such Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C IssuerIssuing Bank.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the Case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the an L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall, in each case, immediately shall be required to provide Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that Collateral pursuant to Section 8.02(c) or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, the Agent or an L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the applicable L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the applicable L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(ii) the Company shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iii) there shall exist a Defaulting Lender, immediately upon Lender and following any reallocation of Applicable Percentages pursuant to Section 2.17(a)(iv) all Fronting Exposure of the request of Administrative AgentL/C Issuers and such L/C Borrowing has not been eliminated, the Company shall immediately (in the case of clause (ii) above) or within one Business Day (in all other cases), following any request by the Administrative Agent or an L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the Case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (ii) above, after giving effect to Section 3.15(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Company will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable such L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the any L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 9.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the applicable L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) ifIf, as of the L/C Expiration Datedate of termination of all Revolving Commitments, any L/C Obligation LC Exposure for any reason remains outstanding, the Borrower shall, shall promptly provide Cash Collateral in each case, immediately Cash Collateralize an amount equal to 103% of the then Outstanding Amount outstanding amount of all L/C ObligationsLC Exposure. At any time that there shall exist a Defaulting Lender, immediately upon within five (5) Business Days after the written request of the Administrative Agent, the L/C Issuer, or the Swing Line Lender, Borrower shall (x) deliver to the Administrative Agent Cash Collateral in an amount sufficient equal to cover 100% of all Fronting LC Exposure (after giving effect to Section 3.15(a)(iv2.22(a)(iv)) and any Cash Collateral provided by such Defaulting Lender and (y) prepay any Swingline Loans to the extent the participations of such Defaulting LenderLender therein have not been reallocated pursuant to Section 2.22(a)(iv)). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount outstanding amount of all L/C ExposureLC Exposure in respect of the Borrower, the Borrower will, forthwith upon within three (3) Business Days of written demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount outstanding amount over (y) the total amount of funds, if any, then held as Cash Collateral to secure such LC Exposure that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Lawslaws, to reimburse the applicable L/C IssuerIssuing Bank.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the any L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 9.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the applicable L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.14 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all applicable L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, the L/C Issuer, Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Fronting Exposure, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount Fronting Exposure over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing[reserved], or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Company shall be required to provide Cash Collateral pursuant to Section 8.02, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.19(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the such L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable such L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or any L/C Issuer (i) if the an L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower the Borrowers shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, the applicable L/C Issuer, Issuer or the Swing Line Lender, Borrower the Borrowers shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.18(a)(iv) and any Cash Collateral provided by the all Defaulting LenderLenders). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing under any Letter of any L/C Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the such L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable such L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Revolver Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Revolver Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender)) in the Cash Collateral Account. If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Revolver Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer any Issuing Lender has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, the L/C Issuer, Agent or the Swing Line applicable Issuing Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all applicable L/C ExposureObligations for which Cash Collateral is required by this Section 2.15(a), the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C IssuerIssuing Lender.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Company shall be required to provide Cash Collateral pursuant to Section 8.02, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.21(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer Issuing Bank has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, a Reimbursement Obligation or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation Letter of Credit Exposure for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 7.2(b) or 7.3(b), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, immediately upon the request of Administrative AgentBank, the L/C Issuer, or the Swing Line Lender, Borrower shall deliver immediately (in the case of clause (iii) above or within one Business Day (in all other cases) following any request by the Agent or Issuing Bank (with a copy to Administrative Agent the Agent) provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the such Defaulting LenderBank). If at any time Administrative the Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative the Agent or that the total amount of such funds is less than the aggregate Outstanding Amount amount of all L/C ExposureLetter of Credit Obligations, the Borrower will, forthwith upon demand by Administrative the Agent, pay to Administrative the Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount amount of Letter of Credit Obligations over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative the Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable LawsLegal Requirements, to reimburse the applicable L/C IssuerIssuing Bank.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to ‎Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause ‎(iii) above) or within two Business Days (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure (clause ‎(iv) above, after giving effect to Section 3.15(a)(iv‎Section 2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent reasonably determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.15 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the such L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds ​ ​ ​ ​ -72- ​ ​ ​ are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable such L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within three Business Days (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureIssuer as herein provided, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of subject to any such right and or claim. Upon ; additionally, if at any time the drawing Administrative Agent determines the total amount of any L/C for which such Cash Collateral is less than the Minimum Collateral Amount, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds are on deposit to be deposited as Cash Collateral, an amount sufficient to eliminate such funds shall be applieddeficiency. Additionally, to if the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.Administrative Agent 91 US-DOCS\140506888.9146702970.6

Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower the Borrowers shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, the L/C Issuer, Issuer or the Swing Line Lender, Borrower the Borrowers shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.18(a)(iv) and Table of Contents any Cash Collateral provided by the all Defaulting LenderLenders). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing under any Letter of any L/C Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.15 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time 140812225 v1 the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within three Business Days (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureIssuer as herein provided, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of subject to any such right and or claim. Upon ; additionally, if at any time the drawing Administrative Agent determines the total amount of any L/C for which such Cash Collateral is less than the Minimum Collateral Amount, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds are on deposit to be deposited as Cash Collateral, an amount sufficient to eliminate such funds shall be applieddeficiency. Additionally, to if the extent permitted under applicable Laws, to reimburse Administrative Agent notifies the applicable L/C Issuer.Borrower at any 94 US-DOCS\136335661.3140506888.9

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (ii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iii) there shall exist a Defaulting Lender, immediately upon the request of Administrative AgentLender with a Revolving Credit Commitment, the Borrower shall immediately (in the case of clause (ii) above) or within one Business Day (in all other cases) (or such longer period of time permitted by the Administrative Agent and the applicable L/C Issuer) following any request by the Administrative Agent or the applicable L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iii) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral pursuant to the preceding sentence are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding applicable Minimum Collateral Amount of all L/C Exposureas required by the preceding sentence, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding applicable Minimum Collateral Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.. 102

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.15 (a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.. (b)

Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, Borrowing or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately repay the L/C Borrowing or Cash Collateralize the then Outstanding Amount of all L/C Obligations. If the Administrative Agent notifies the Borrower at any time that the Outstanding Amount of all L/C Obligations in Alternative Currency at such time exceeds the Alternative Currency Letter of Credit Sublimit then in effect, then, within two Business Days after receipt of such notice, the Borrower shall Cash Collateralize the L/C Obligations in an amount equal to the amount by which the Outstanding Amount of all L/C Obligations in Alternative Currency exceeds the Alternative Currency Letter of Credit Sublimit. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Exposure, Borrower will, forthwith upon demand by Administrative Agent, pay to Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the such L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative ​ Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable such L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Company will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Applicable Laws, to reimburse the applicable L/C Issuer.. (b)

Certain Credit Support Events. Upon the request of Administrative Agent (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) ifIf, as of the L/C Expiration Datedate of termination of all Revolving Commitments, any L/C Obligation LC Exposure for any reason remains outstanding, the Borrower shall, shall promptly provide Cash Collateral in each case, immediately Cash Collateralize an amount equal to 103% of the then Outstanding Amount outstanding amount of all L/C ObligationsLC Exposure. At any time that there shall exist a Defaulting Lender, immediately upon within five (5) Business Days after the request of the Administrative Agent, the L/C Issuer, or the Swing Line Lender, Borrower shall (x) deliver to the Administrative Agent Cash Collateral in an amount sufficient equal to cover 100% of all Fronting LC Exposure (after giving effect to Section 3.15(a)(iv2.22(a)(iv)) and any Cash Collateral provided by the such Defaulting Lender) and (y) prepay any Swingline Loans to the extent the participations of such Defaulting Lender therein have not been reallocated pursuant to Section 2.22(a)(iv). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount outstanding amount of all L/C LC Exposure, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount outstanding amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Lawslaws, to reimburse the applicable L/C IssuerIssuing Bank.

Certain Credit Support Events. Upon the request of Administrative Agent (i) if the L/C Issuer has honored any full or partial drawing request under any L/C and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of Administrative Agent, or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Exposure, Borrower will, forthwith upon demand by Administrative Agent, pay to Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases) following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or a U.S. L/C Issuer (i) if the such U.S. L/C Issuer has honored any full or partial drawing request under any L/C U.S. Letter of Credit and such drawing has resulted in an U.S. L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any U.S. L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately promptly Cash Collateralize the then Outstanding Amount of all U.S. L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately promptly upon the request of the Administrative Agent, the U.S. L/C Issuer, Issuer or the U.S. Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral or a Committed Loan Notice for a Revolving Credit Borrowing in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all U.S. L/C ExposureObligations, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C U.S. Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable U.S. L/C Issuer.

Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shallDeVry shall (or shall cause the Designated Borrowers to), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. In addition, if the Administrative Agent notifies DeVry at any time that the Outstanding Amount of all L/C Obligations at such time exceeds the Letter of Credit Sublimit then in effect, then, within two Business Days after receipt of such notice, DeVry shall (or shall cause the Designated Borrowers to) Cash Collateralize the L/C Obligations in an amount equal to the amount by which the Outstanding Amount of all L/C Obligations exceeds the Letter of Credit Sublimit. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, the L/C Issuer, Issuer or the Swing Line Lender, Borrower DeVry shall (or shall cause the Designated Borrowers to) deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If The Administrative Agent may, at any time Administrative Agent determines that any funds held as Cash Collateral are subject and from time to any right or claim time after the initial deposit of any Person other than Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Exposure, Borrower will, forthwith upon demand by Administrative Agent, pay to Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as request that additional Cash Collateral that Administrative Agent determines be provided in order to be free and clear protect against the results of any such right and claim. Upon the drawing of any L/C for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuerexchange rate fluctuations.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer Issuing Bank has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowinga Reimbursement Obligation, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation Letter of Credit Exposure for any reason remains outstanding, (iii) the Borrower shallshall be required to provide Cash Collateral pursuant to Section 7.2(b) or 7.3(b), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, immediately upon the request of Administrative AgentBank, the L/C Issuer, or the Swing Line Lender, Borrower shall deliver immediately (in the case of clause (iii) above or within one Business Day (in all other cases) following any request by the Agent or Issuing Bank (with a copy to Administrative Agent the Agent)) provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the such Defaulting LenderBank). If at any time Administrative the Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than Administrative the Agent or that the total amount of such funds is less than the aggregate Outstanding Amount amount of all L/C ExposureLetter of Credit Obligations, the Borrower will, forthwith upon demand by Administrative the Agent, pay to Administrative the Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount amount of Letter of Credit Obligations over (y) the total amount of funds, if any, then held as Cash Collateral that Administrative the Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable LawsLegal Requirements, to reimburse the applicable L/C IssuerIssuing Bank.

Certain Credit Support Events. Upon the request of the Administrative Agent or the L/C Issuer (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, the Borrower shall, in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that there shall exist a Defaulting Lender, immediately upon the request of the Administrative Agent, the L/C Issuer, Issuer or the Swing Line Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover all Fronting Exposure (after giving effect to Section 3.15(a)(iv2.16(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations or Swing Line Loans, the Borrower will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C IssuerIssuer and the Swing Line Lender.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C Borrowing, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Borrowers shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Borrowers shall immediately upon (in the case of clause (iii) above) or within one (1) Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.17(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C ExposureObligations, Borrower the Borrowers will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.

Certain Credit Support Events. Upon the request of Administrative Agent If (i) if the L/C Issuer has honored any full or partial drawing request under any L/C Letter of Credit and such drawing has resulted in an L/C BorrowingBorrowing for so long as such L/C Borrowing is outstanding, or (ii) if, as of the L/C Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, Borrower shall(iii) the Company shall be required to provide Cash Collateral pursuant to Section 8.02(c), in each case, immediately Cash Collateralize the then Outstanding Amount of all L/C Obligations. At any time that or (iv) there shall exist a Defaulting Lender, the Company shall immediately upon (in the case of clause (iii) above) or within one Business Day (in all other cases), following any request of by the Administrative Agent, Agent or the L/C Issuer, or the Swing Line Lender, Borrower shall deliver to Administrative Agent provide Cash Collateral in an amount sufficient not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to cover all Fronting Exposure clause (iv) above, after giving effect to Section 3.15(a)(iv2.18(a)(iv) and any Cash Collateral provided by the Defaulting Lender). If at any time the Administrative Agent determines that any funds held as Cash Collateral are subject to any right or claim of any Person other than the Administrative Agent or that the total amount of such funds is less than the aggregate Outstanding Amount of all L/C Exposureamount that is required to be held as Cash Collateral pursuant to the preceding sentence, Borrower the Company will, forthwith upon demand by the Administrative Agent, pay to the Administrative Agent, as additional funds to be deposited as Cash Collateral, an amount equal to the excess of (x) such aggregate Outstanding Amount required amount over (y) the total amount of funds, if any, then held as Cash Collateral that the Administrative Agent determines to be free and clear of any such right and claim. Upon the drawing of any L/C Letter of Credit for which funds are on deposit as Cash Collateral, such funds shall be applied, to the extent permitted under applicable Laws, to reimburse the applicable L/C Issuer.