Common use of Additional Repayment Terms Clause in Contracts

Additional Repayment Terms. (a) If any LIBO Rate Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable Lenders by reason of the liquidation or re-deployment of deposits or other funds or for any other reason whatsoever resulting from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, a certificate of such Applicable Lender, prepared in good faith, certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b) With respect to the prepayment or Cash Collateralization of unmatured Bankers’ Acceptances required as a result of Section 7.2(e) or 12.4, the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances by paying to and depositing with the Agent Cash Collateral for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity of the Bankers’ Acceptances for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a) If any LIBO Rate Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable Lenders by reason of the liquidation or re-deployment of deposits or other funds or for any other reason whatsoever resulting from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, a certificate of such Applicable Lender, prepared in good faith, certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b) With respect to the prepayment or Cash Collateralization of unmatured Bankers’ Acceptances required as a result of Section 7.2(e7.2(f) or 12.4, the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances by paying to and depositing with the Agent Cash Collateral for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity of the Bankers’ Acceptances for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f7.2(g) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate SOFR Loan or C▇▇▇▇ Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the AgentAgent or the Operating Lender, pay to the Agent for the account of such Lenders or the Applicable Lenders Operating Lender, as the case may be, all costs, losses, premiums and expenses incurred by such Applicable Lenders or the Operating Lender, as the case may be, by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.14(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral Operating Lender cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Section 6.6(1) through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent Operating Lender in an interest-interest bearing Cash Collateral Account cash collateral account (including, in the sole discretion of the Operating Lender, in a guaranteed investment certificate account of the Operating Lender on terms specified by the Operating Lender) with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the AgentOperating Lender. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent Operating Lender as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent Operating Lender thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent Operating Lender is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held by the Operating Lender in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of all of the LendersLenders and the Operating Lender; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent Operating Lender of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent Operating Lender to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-deployment of deposits or other funds or for any other reason whatsoever resulting from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b) With respect to the prepayment or Cash Collateralization cash collateralization of unmatured Bankers’ Acceptances required as a result of Section 7.2(e) 7.1 or 12.411.5, the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account a cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral account shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral cash collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity of the Bankers’ Acceptances for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to funding the prepayment or Cash Collateralization cash collateralization of undrawn unexpired Letters of Credit required as a result of Section 7.2(f) or 12.411.5, it is agreed that the Borrower shall provide for the funding in full of such undrawn the unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such undrawn unexpired Letter of Credit equal to the maximum then undrawn face amount payable at thereof, in each case, in the maturity thereofrespective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account a cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral account shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit and the security of the Agent thereby created in such cash collateral shall rank in priority to all other Liens and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if they are drawn upon and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to pay the applicable LC Obligationscash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the drawing in full or expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthereto, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable relevant Lenders all costs, losses, premiums and expenses incurred by such Applicable Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.15(1)(e) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral Fronting Lender cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Section 7.8 through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent Fronting Lender in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the AgentFronting Lender. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent Fronting Lender as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent Fronting Lender thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent Fronting Lender is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent Fronting Lender of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent Fronting Lender to the Borrower so long as no Default or Event of Default is then continuing. (c3) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of unmatured Bankers' Acceptances pursuant to Section 7.2(f2.15(1)(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers' Acceptances to be repaid by paying to and depositing with the Agent Cash Collateral cash collateral for each such undrawn Letter of Credit unmatured Bankers' Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by . The (a) cash collateral, (b) cash collateral accounts and (c) any proceeds of any of the Borrower shall be held by foregoing (collectively the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account "Outstanding BAs Collateral") shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers' Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers' Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers' Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of the Revolving Lenders; however. (4) With respect to any amounts remitted by an account bank under a Blocked Account Agreement to the Agent, interest on such deposited amounts behalf of the Lenders, as repayment of certain Loans and Obligations outstanding, shall be for the account applied in accordance with terms of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuingBlocked Account Agreement.

Additional Repayment Terms. (a) With respect to the funding of the repayment of unexpired Letters of Credit or Letters of Guarantee, it is agreed that the Borrower will provide for the funding in full of the repayment of unexpired Letters of Credit or Letters of Guarantee by paying to and depositing with the Administrative Agent cash collateral for each such unexpired Letter of Credit or Letter of Guarantee equal to the maximum amount thereof, in each case, in the respective currency which the relevant Letter of Credit or Letter of Guarantee is denominated; such cash collateral deposited by the Borrower will belong to the Borrower and will be held by the Administrative Agent in an interest bearing cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Administrative Agent. Such cash collateral accounts will be assigned to the Administrative Agent as security for the obligations of the Borrower in relation to such Letters of Credit or Letters of Guarantee and the Security Interest of the Administrative Agent thereby created in such cash collateral will rank in priority to all other Security Interests and adverse claims against such cash collateral. Such cash collateral will be applied to satisfy the obligations of the Borrower for such Letters of Credit or Letters of Guarantee as payments are made thereunder and the Administrative Agent is hereby irrevocably directed by the Borrower to so apply any such cash collateral. Amounts held in such cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts will be for the account of the Borrower and may be withdrawn by the Borrower so long as no mandatory repayment pursuant to Section 8.1 has occurred or Default or Event of Default is then continuing. If after expiry of the Letters of Credit or Letters of Guarantee for which such funds are held and application by the Administrative Agent of the amounts in such cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Letters of Credit or Letters of Guarantee being repaid, any excess remains, such excess will be promptly paid by the Administrative Agent to the Borrower so long as no mandatory repayment pursuant to Section 8.1 has occurred or Default or Event of Default is then continuing. In lieu of providing cash collateral as aforesaid, the Borrower may provide to the Administrative Agent irrevocable standby letter or letters of credit in an aggregate amount equal to the aggregate maximum amount of all unexpired Letters of Credit or Letters of Guarantee being repaid and for a term which expires not sooner than ten Banking Days after the expiry of the Letters of Credit or Letters of Guarantee in respect of which such letter(s) of credit are provided; such letters of credit will be denominated and payable in the currency of the relevant unexpired Letters of Credit or Letters of Guarantee and will be issued by a financial institution and on terms and conditions acceptable to the Administrative Agent in its sole discretion. The Administrative Agent is hereby irrevocably authorized and directed to draw upon such letters of credit and apply the proceeds of the same to satisfy the obligations of the Borrower for such unexpired Letters of Credit or Letters of Guarantee as payments are made thereunder. (b) With respect to the repayment of unmatured Bankers' Acceptances required as a result of a demand, it is agreed that the Borrower will provide for the funding in full of the unmatured Bankers' Acceptances to be repaid by paying to and depositing with the Administrative Agent cash collateral for each such unmatured Bankers' Acceptances equal to the face amount payable at maturity thereof; such cash collateral deposited by the Borrower will belong to the Borrower and will be held by the Administrative Agent in an interest bearing cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Administrative Agent. Such cash collateral accounts will be assigned to the Administrative Agent as security for the obligations of the Borrower in relation to such Bankers' Acceptances and the Security Interest of the Administrative Agent thereby created in such cash collateral will rank in priority to all other Security Interests and adverse claims against such cash collateral. Such cash collateral will be applied to satisfy the obligations of the Borrower for such Bankers' Acceptances as they mature and the Administrative Agent is hereby irrevocably directed by the Borrower to apply any such cash collateral to such maturing Bankers' Acceptances. Amounts held in such cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts will be for the account of the Borrower and may be withdrawn by the Borrower so long as no mandatory repayment pursuant to Section 8.1 has occurred or Default or Event of Default is then continuing. If after maturity of the Bankers' Acceptances for which such funds are held and application by the Administrative Agent of the amounts in such cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers' Acceptances being repaid, any excess remains, such excess will be promptly paid by the Administrative Agent to the Borrower so long as no mandatory repayment pursuant to Section 8.1 has occurred or Default or Event of Default is then continuing. (c) If any LIBO Rate LIBOR Loan issued under the Revolving Facility is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shallwill, within three (3) Banking Days after notice is given by the Administrative Agent, pay to the Administrative Agent for the account of the Applicable Revolving Lenders all costs, losses, premiums and expenses incurred by such Applicable Lenders by reason of the liquidation or re-re deployment of deposits or other funds or for any other reason whatsoever resulting from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable such Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall will deliver to the Borrower and the Agent, Administrative Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall will be conclusive and binding for all purposes. (b) With respect to the prepayment or Cash Collateralization of unmatured Bankers’ Acceptances required as a result of Section 7.2(e) or 12.4, the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances by paying to and depositing with the Agent Cash Collateral for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity of the Bankers’ Acceptances for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result any repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.15(e) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount payable at maturity thereof, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. In lieu of providing cash collateral as aforesaid, the Borrower may provide to the Agent irrevocable standby letter or letters of credit in an aggregate amount equal to the aggregate maximum amount of all unexpired Letters of Credit being repaid and for a term which expires not sooner than 10 Banking Days after the expiry of the Letters of Credit in respect of which such letter(s) of credit are provided; such letters of credit shall be denominated and payable in the currency of the relevant unexpired Letters of Credit and shall be issued by a financial institution and on terms and conditions acceptable to each of the Agent and the Fronting Lender, each in its sole discretion. The Agent is hereby irrevocably authorized and directed to draw upon such letters of credit and apply the proceeds of the same to satisfy the obligations of the Borrower for such unexpired Letters of Credit as payments are made by the Agent, the Fronting Lender and the Lenders thereunder. (c3) With respect to the prepayment or Cash Collateralization any repayment of undrawn Letters of Credit required as a result of unmatured Bankers’ Acceptances pursuant to Section 7.2(f2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the “Cash Collateral Collateral”) for each such undrawn Letter of Credit unmatured Bankers’ Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the “Cash Collateral Account”) at rates prevailing at the time of deposit for similar accounts with the Agent. Such The (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively the “Outstanding BAs Collateral”) shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers’ Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers’ Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers’ Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after the expiration or cancellation maturity of the Letters of Credit Bankers’ Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthe Bankers’ Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate SOFR Loan or ▇▇▇▇▇ Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable such Lenders all costs, losses, premiums and expenses incurred by such Applicable Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.14(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Section 6.6 through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account (including, in the sole discretion of the Agent, in a guaranteed investment certificate account of the Agent on terms specified by the Agent) with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the LendersOperating Lender; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. If pursuant to the provisions of this Section or any other provision hereof the Borrower becomes obliged to pay such costs, losses, premiums and expenses, each Lender shall use reasonable efforts to minimize such costs, losses, premiums and expenses; provided, however, that such Lender shall have no obligation to expend its own funds, suffer any economic hardship or take any action detrimental to its interests in connection therewith. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization repayment of unmatured Bankers’ Acceptances required as a result of pursuant to Section 7.2(e2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the “Cash Collateral Collateral”) for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower at rates prevailing at Borrower. In the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and event that the Agent is hereby irrevocably directed by not provided with instructions from the Borrower to apply any make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity of the Bankers’ Acceptances for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the cash collateral account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.(the

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-re deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.15(e) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Sections 7.9(1) and 7.9(2) through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c3) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of unmatured Bankers' Acceptances pursuant to Section 7.2(f2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers' Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the "Cash Collateral Collateral") for each such undrawn Letter of Credit unmatured Bankers' Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the "Collateral Account Investments"), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers' Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the "Cash Collateral Account") at rates prevailing at the time of deposit for similar accounts with the Agent. Such The (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively the "Outstanding BAs Collateral") shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers' Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers' Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers' Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after the expiration or cancellation maturity of the Letters of Credit Bankers' Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthe Bankers' Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-re- deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.15(e) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Sections 7.9(1) and 7.9(2) through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account (including, in the sole discretion of the Agent, in a guaranteed investment certificate account of the Agent on terms specified by the Agent) with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of: (a) all of the Lenders, in respect of a POA LC; (b) all of the Lenders and the Fronting Lender, in respect of a Fronted LC; or (c) the Operating Lender, in respect of a Letter of Credit issued under the Operating Facility; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c3) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of unmatured Bankers' Acceptances pursuant to Section 7.2(f2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers' Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the "Cash Collateral Collateral") for each such undrawn Letter of Credit unmatured Bankers' Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the "Collateral Account Investments"), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers' Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the "Cash Collateral Account") at rates prevailing at the time of deposit for similar accounts with the Agent. Such The (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively the "Outstanding BAs Collateral") shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers' Acceptances, and the Borrower hereby grants to the Agent a fixed charge and specific security interest in the Outstanding BAs Collateral as security for such obligations; the Security Interest of the Agent thereby hereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers' Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers' Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of all of the Revolving Lenders, in the case of Outstanding BAs Collateral under the Syndicated Facility, and the Operating Lender, in the case of Outstanding BAs Collateral under the Operating Facility; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after the expiration or cancellation maturity of the Letters of Credit Bankers' Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthe Bankers' Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. If pursuant to the provisions of this Section or any other provision hereof the Borrower becomes obliged to pay such costs, losses, premiums and expenses, each Lender shall use reasonable efforts to minimize such costs, losses, premiums and expenses; provided, however, that such Lender shall have no obligation to expend its own funds, suffer any economic hardship or take any action detrimental to its interests in connection therewith. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization repayment of unmatured Bankers’ Acceptances required as a result of pursuant to Section 7.2(e2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the “Cash Collateral Collateral”) for each such unmatured Bankers’ Acceptances equal to the face amount payable at maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the “Cash Collateral Account”) at rates prevailing at the time of deposit for similar accounts with the Agent. Such The (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively, the “Outstanding BAs Collateral”) shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances as they mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to such maturing Bankers’ Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of all of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after maturity of the Bankers’ Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate SOFR Loan or ▇▇▇▇▇ Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the AgentAgent or the Operating Lender, pay to the Agent for the account of such Lenders or the Applicable Lenders Operating Lender, as the case may be, all costs, losses, premiums and expenses incurred by such Applicable Lenders or the Operating Lender, as the case may be, by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.14(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral Operating Lender cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Section 6.6(1) through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent Operating Lender in an interest-interest bearing Cash Collateral Account cash collateral account (including, in the sole discretion of the Operating Lender, in a guaranteed investment certificate account of the Operating Lender on terms specified by the Operating Lender) with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the AgentOperating Lender. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent Operating Lender as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent Operating Lender thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent Operating Lender is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held by the Operating Lender in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of all of the LendersLenders and the Operating Lender; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent Operating Lender of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent Operating Lender to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (1) If the Borrower shall (a) If repay or prepay any LIBO Rate SOFR Loan is repaid or converted on any day other than the last day of the Interest Period for such SOFR Loan (whether an options prepayment or a mandatory prepayment), (b) fail to borrow any SOFR Loan in accordance with a Drawdown Notice delivered to the Agent or Operating Lender, as applicable, (whether as a result of the failure to satisfy any applicable conditions or otherwise), (c) fail to convert any Loan into a SOFR Loan in accordance with a Conversion Notice delivered to the Agent or the Operating Lender, as applicable (whether as a result of the failure to satisfy any applicable conditions or otherwise), (d) fail to make any prepayment in accordance with any notice of prepayment delivered to the Agent or the Operating Lender, as applicable, (e) fail to pay when due the principal amount of or interest on any SOFR Loan, or (f) convert a SOFR Loan on a day other than on the last day of an Interest Period, the then such Borrower shallshall with regard to any SOFR Loan, within three (3) Banking Days after notice is given demand by the AgentAgent or any Lender, pay to the Agent for the account of the Applicable Lenders all any reasonable costs, expenses, losses, premiums liabilities and expenses incurred fees charged by the Agent or such Applicable Lenders by reason of the liquidation or re-deployment of deposits or other funds or for any other reason whatsoever resulting from the repayment Lender as a result of such failure, together with accrued interest on such SOFR Loan which is repaid or any part thereof on other than converted prior to the last day of the applicable Interest PeriodPeriod of such SOFR Loan. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of Section 7.2(e) or 12.4unexpired Letters of Credit, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral Operating Lender or the Fronting Lender, as applicable, cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount payable at maturity thereof, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent Operating Lender or the Fronting Lender, as applicable, in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the AgentOperating Lender or the Fronting Lender, as applicable. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent Operating Lender or the Fronting Lender, as applicable, as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent Operating Lender or the Fronting Lender, as applicable, thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent Operating Lender or the Fronting Lender, as applicable, is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent Operating Lender or the Fronting Lender, as applicable, of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent Operating Lender or the Fronting Lender, as applicable, to the Borrower so long as no Default or Event of Default is then continuing. (c3) In lieu of providing cash collateral as aforesaid, the Borrower may provide to the Operating Lender irrevocable standby letter or letters of credit in an aggregate amount equal to the aggregate maximum amount of all unexpired Letters of Credit being repaid and for a term which expires not sooner than 10 Banking Days after the expiry of the Letters of Credit in respect of which such letter(s) of credit are provided; such letters of credit shall be denominated and payable in the currency of the relevant unexpired Letters of Credit and shall be issued by a financial institution and on terms and conditions acceptable to the Operating Lender, in its sole discretion. The Operating Lender is hereby irrevocably authorized and directed to draw upon such letters of credit and apply the proceeds of the same to satisfy the obligations of the Borrower for such unexpired Letters of Credit as payments are made by the Operating Lender or the Fronting Lender, as applicable, thereunder. (4) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, unmatured Bankers’ Acceptances it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent or the Operating Lender, as applicable, cash collateral (the “Cash Collateral Collateral”) for each such undrawn Letter of Credit unmatured Bankers’ Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent or the Operating Lender, as applicable, in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent or the Operating Lender, as applicable, is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent or the Operating Lender, as applicable, shall hold such Cash Collateral in an interest bearing cash collateral account (the “Cash Collateral Account”) at rates prevailing at the time of deposit for similar accounts with the AgentAgent or the Operating Lender, as applicable. Such The (a) Cash Collateral, (b) Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Accounts, (c) Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.Investments,

Additional Repayment Terms. (a1) If any LIBO Rate Benchmark Loan is repaid or converted Converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable relevant Lenders all costs, losses, premiums and expenses incurred by such Applicable the relevant Lenders by reason of the liquidation or re-deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall shall, in respect of a Credit Facility, deliver to the Borrower and the Agent, a certificate of such Applicable Lender, prepared in good faith, Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.14(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount thereof, plus the fees payable at maturity thereofpursuant to Sections 6.10(1) and 6.10(2) through to the expiry of such Letter of Credit, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of all of the relevant Lenders, the applicable Fronting Lenders or the Operating Lender, as the case may be; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. (c) With respect to the prepayment or Cash Collateralization of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, the Borrower shall provide for the funding in full of such undrawn Letters of Credit by paying to and depositing with the Agent Cash Collateral for each such undrawn Letter of Credit equal to the maximum then undrawn amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held by the Agent in an interest-bearing Cash Collateral Account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account shall be assigned to the Agent as security for the LC Obligations in relation to such Letters of Credit and the security of the Agent thereby created shall rank in priority to all other Liens and adverse claims against such Cash Collateral. Such Cash Collateral shall be applied to satisfy the LC Obligations for such Letters of Credit if they are drawn and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Collateral to pay the applicable LC Obligations. Amounts held in such Cash Collateral Accounts may not be withdrawn by the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after the expiration or cancellation of the Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts to satisfy the applicable LC Obligations with respect to such Letters of Credit, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-re deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of unexpired Letters of Credit pursuant to Section 7.2(e2.15(e) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount payable at maturity thereof; in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. In lieu of providing cash collateral as aforesaid, the Borrower may provide to the Agent irrevocable standby letter or letters of credit in an aggregate amount equal to the aggregate maximum amount of all unexpired Letters of Credit being repaid and for a term which expires not sooner than 10 Banking Days after the expiry of the Letters of Credit in respect of which such letter(s) of credit are provided; such letters of credit shall be denominated and payable in the currency of the relevant unexpired Letters of Credit and shall be issued by a financial institution and on terms and conditions acceptable to each of the Agent and the Fronting Lender, each in its sole discretion. The Agent is hereby irrevocably authorized and directed to draw upon such letters of credit and apply the proceeds of the same to satisfy the obligations of the Borrower for such unexpired Letters of Credit as payments are made by the Agent, the Fronting Lender and the Lenders thereunder. (c3) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of unmatured Bankers’ Acceptances pursuant to Section 7.2(f2.15(d) or 12.4otherwise hereunder, it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the “Cash Collateral Collateral”) for each such undrawn Letter of Credit unmatured Bankers’ Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to period payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the “Cash Collateral Account”) at rates prevailing at the time of deposit for similar accounts with the Agent. Such The (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively, the “Outstanding BAs Collateral”) shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers’ Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers’ Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers’ Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after the expiration or cancellation maturity of the Letters of Credit Bankers’ Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthe Bankers’ Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing.

Additional Repayment Terms. (a1) If any LIBO Rate Libor Loan is repaid or converted on other than the last day of the applicable Interest Period, the Borrower shall, within three (3) Banking Days after notice is given by the Agent, pay to the Agent for the account of the Applicable Lenders all costs, losses, premiums and expenses incurred by such Applicable the Lenders by reason of the liquidation or re-re deployment of deposits or other funds funds, or for any other reason whatsoever whatsoever, resulting in each case from the repayment of such Loan or any part thereof on other than the last day of the applicable Interest Period. Any Applicable Lender, upon becoming entitled to be paid such costs, losses, premiums and expenses, shall deliver to the Borrower and the Agent, Agent a certificate of such Applicable Lender, prepared in good faith, the Lender certifying as to such amounts and, in the absence of manifest error, such certificate shall be conclusive and binding for all purposes. (b2) With respect to the prepayment or Cash Collateralization funding of unmatured Bankers’ Acceptances required as a result the repayment of Section 7.2(e) or 12.4unexpired Letters of Credit, it is agreed that the Borrower shall provide for the funding in full of such unmatured Bankers’ Acceptances the repayment of unexpired Letters of Credit by paying to and depositing with the Agent Cash Collateral cash collateral for each such unmatured Bankers’ Acceptances unexpired Letter of Credit equal to the face maximum amount payable at maturity thereof, in each case, in the respective currency which the relevant Letter of Credit is denominated; such Cash Collateral cash collateral deposited by the Borrower shall be held by the Agent in an interest-interest bearing Cash Collateral Account cash collateral account with interest to be credited to the Borrower at rates prevailing at the time of deposit for similar accounts with the Agent. Such Cash Collateral Account cash collateral accounts shall be assigned to the Agent as security for the obligations of the Borrower in relation to such Bankers’ Acceptances Letters of Credit and the security Security Interest of the Agent thereby created in such cash collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Collateralcash collateral. Such Cash Collateral cash collateral shall be applied to satisfy the obligations of the Borrower for such Bankers’ Acceptances Letters of Credit as they mature payments are made thereunder and the Agent is hereby irrevocably directed by the Borrower to so apply any such Cash Collateral to such maturing Bankers’ Acceptancescash collateral. Amounts held in such Cash Collateral Accounts cash collateral accounts may not be withdrawn by the Borrower without the consent of the Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If after maturity expiry of the Bankers’ Acceptances Letters of Credit for which such funds are held and application by the Agent of the amounts in such Cash Collateral Accounts cash collateral accounts to satisfy the obligations of the Borrower hereunder with respect to the Bankers’ Acceptances Letters of Credit being repaid, any excess remains, such excess shall be promptly paid by the Agent to the Borrower so long as no Default or Event of Default is then continuing. In lieu of providing cash collateral as aforesaid, the Borrower may provide to the Agent irrevocable standby letter or letters of credit in an aggregate amount equal to the aggregate maximum amount of all unexpired Letters of Credit being repaid and for a term which expires not sooner than 10 Banking Days after the expiry of the Letters of Credit in respect of which such letter(s) of credit are provided; such letters of credit shall be denominated and payable in the currency of the relevant unexpired Letters of Credit and shall be issued by a financial institution and on terms and conditions acceptable to each of the Agent and the Fronting Lender, each in its sole discretion. The Agent is hereby irrevocably authorized and directed to draw upon such letters of credit and apply the proceeds of the same to satisfy the obligations of the Borrower for such unexpired Letters of Credit as payments are made by the Agent, the Fronting Lender and the Lenders thereunder. (c3) With respect to the prepayment or Cash Collateralization repayment of undrawn Letters of Credit required as a result of Section 7.2(f) or 12.4, unmatured Bankers’ Acceptances it is agreed that the Borrower shall provide for the funding in full of such undrawn Letters of Credit the unmatured Bankers’ Acceptances to be repaid by paying to and depositing with the Agent cash collateral (the “Cash Collateral Collateral”) for each such undrawn Letter of Credit unmatured Bankers’ Acceptances equal to the maximum then undrawn face amount payable at the maturity thereof; such Cash Collateral deposited by the Borrower shall be held invested by the Agent in an interest-bearing Cash Approved Securities as may be directed in writing by the Borrower from time to time (the “Collateral Account Investments”), provided that the Borrower shall direct said investments so that they mature in amounts sufficient to permit payment of the Obligations for maturing Bankers’ Acceptances on the maturity dates thereof, with interest thereon to be credited to the Borrower. In the event that the Agent is not provided with instructions from the Borrower to make Collateral Investments as provided herein, the Agent shall hold such Cash Collateral in an interest bearing cash collateral account (the “Cash Collateral Account”) at rates prevailing at the time of deposit for similar accounts with the Agent. Such the (a) Cash Collateral, (b) Cash Collateral Account Accounts, (c) Collateral Investments, (d) any accounts receivable, claims, instruments or securities evidencing or relating to the foregoing, and (e) any proceeds of any of the foregoing (collectively the “Outstanding BAs Collateral”) shall be assigned to the Agent as security for the LC Obligations obligations of the Borrower in relation to such Letters of Credit Bankers’ Acceptances and the security Security Interest of the Agent thereby created in such Outstanding BAs Collateral shall rank in priority to all other Liens Security Interests and adverse claims against such Cash Outstanding BAs Collateral. Such Cash Outstanding BAs Collateral shall be applied to satisfy the LC Obligations obligations of the Borrower for such Letters of Credit if Bankers’ Acceptances as they are drawn mature and the Agent is hereby irrevocably directed by the Borrower to apply any such Cash Outstanding BAs Collateral to pay the applicable LC Obligationssuch maturing Bankers’ Acceptances. Amounts held in such Cash The Outstanding BAs Collateral Accounts may created herein shall not be withdrawn by released to the Borrower without the consent of the Revolving Lenders; however, interest on such deposited amounts shall be for the account of the Borrower and may be withdrawn by the Borrower so long as no Default or Event of Default is then continuing. If If, after the expiration or cancellation maturity of the Letters of Credit Bankers’ Acceptances for which such funds are Outstanding BAs Collateral is held and application by the Agent of the amounts in such Cash Outstanding BAs Collateral Accounts to satisfy the applicable LC Obligations obligations of the Borrower hereunder with respect to such Letters of Creditthe Bankers’ Acceptances being repaid, any excess interest or other proceeds of the Outstanding BAs Collateral remains, such excess interest or other proceeds shall be promptly paid and transferred by the Agent to the Borrower so long as no Default or Event of Default is then continuing.