Common use of Letter of Credit Participations Clause in Contracts

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately Effective on the Initial Borrowing Date (in the case of each Existing Letter of Credit) and effective immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of CreditCredit (in the case of any Letter of Credit issued on or after the Initial Borrowing Date), the Letter of Credit Issuer in respect of such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Revolving Bank, and each such RL Revolving Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing FeesFees with respect to such Letters of Credit) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Credit Commitments of the XX Xxxxx Revolving Banks pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Revolving Percentages of the assigning and assignee BanksBank.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Closing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a Revolving Commitment, and each such RL Bank Lender (each, each a "ParticipantLC PARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the LC Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Letter of Credit Obligor under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL Revolving Facility Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Revolving Loan Commitment, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 1.10(c)(ii) or 12.04(b) or otherwise, or upon the occurrence of a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Banks or of all Non-Defaulting Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantRL Bank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.04(a) to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Closing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a Commitment under the General Revolving Facility, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL General Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Letter of Credit Obligor under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the General Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL General Revolving Facility Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL RC Bank, and each such RL RC Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be 14 payable directly to the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksRC Bank or of all XX Xxxxx, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any a Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL RC Bank, and each such RL RC Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksBank or of all XX Xxxxx, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Closing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a General Revolving Commitment, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL General Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Subsidiary of the Borrower under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the General Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL General Revolving Facility Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Lender’s Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b3.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRC Lender, and each such RL Bank RC Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RC Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx RC Lenders pursuant to Section Sections 1.13 or 12.04(b) or otherwiseupon a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksRC Lender or of all RC Lenders, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Lender’s Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b4.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Lender’s Commitment Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by Section 4.1(c)), the obligations of any Letter of Credit Obligor under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.4 to reflect the new RL Commitment Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any a Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such (and on the Restatement Effective Date with respect to any Existing Letter of Credit), the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (ai) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer any Facing Agent of any Letter of Credit, such Letter of Credit Issuer Facing Agent shall be deemed to have sold and transferred to each Multicurrency CHI:1587990.13 71 Revolving Lender, other RL Bankthan such Facing Agent (each such Lender, in its capacity under this Section 2.10(e), a “LC Participant”), and each such RL Bank (each, a "Participant") LC Participant shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit IssuerFacing Agent, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL PercentageMulticurrency Revolving Lender’s Multicurrency Revolver Pro Rata Share, in such Letter of Credit, each substitute Letter of Credit, each drawing Drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx LC Participant as provided in Section 3.01(b2.10(g) and the LC Participants shall have no right to receive any portion of any Facing Fees) the facing fees), and any security therefor or guaranty pertaining thereto. Upon any change in the Multicurrency Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseMulticurrency Revolving Lenders, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.10(e) to reflect the new RL Percentages Multicurrency Revolver Pro Rata Share of the assigning assignor and assignee BanksLender or of all Lenders with Multicurrency Revolving Commitments, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by an Issuing Lender of a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer Issuing Lender shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (eachin its capacity under this Section 3.04, a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit IssuerIssuing Lender, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL ’s Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing or payment made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) thereto, and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Percentages of the XX Xxxxx Lenders pursuant to Section 1.13 2.12 or 12.04(b) or otherwise13.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.04 to reflect the new RL Percentages of the assigning assignor and assignee BanksLender, as the case may be. Upon any change in the Commitments or Percentages of the Lenders in connection with an Extension Amendment pursuant to Section 2.14, including the termination of the Commitments of any Lenders that are not Extending Lenders, there shall be an automatic adjustment to the participations pursuant to this Section 3.04 to reflect the new Percentages of the Extending Lenders and such non-Extending Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRC Lender, and each such RL Bank RC Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Adjusted RC Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RC Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted RC Percentages of the XX Xxxxx RC Lenders pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted RC Percentages of the assigning and assignee BanksRC Lender or of all RC Lenders, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Tranche A Revolving Loan Commitment, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Company under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Tranche A Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 1.10(c)(ii) or 12.04(b) or otherwise, or upon the occurrence of a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Banks or of all Non-Defaulting Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any a Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankBank with a Revolving Loan Commitment, and each such RL Bank (each, a each an "L/C Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing payment made thereunder and the obligations of the US Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b2.7(b) and the L/C Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or percentages of the XX Xxxxx Banks with Revolving Loan Commitments pursuant to Section 1.13 or 12.04(b) or otherwise11.6(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2A.5 to reflect the new RL Percentages percentages of the assigning and assignee BanksBank or of all Banks with Revolving Loan Commitments, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Initial Borrowing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a Commitment under the General Revolving Loan Facility, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL General Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Subsidiary of the Borrower under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the General Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 13.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL General Revolving Facility Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolver Lender, and each such RL Bank Revolver Lender (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantRevolver Lender's RL Dollar Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Workflow under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx Revolver Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Dollar Percentages of the XX Xxxxx Revolver Lenders pursuant to Section 1.13 this Agreement (or 12.04(b) or otherwisein the circumstances provided in the proviso to the immediately preceding sentence, upon any change in the Percentages of the Revolver Lenders pursuant to this Agreement), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Dollar Percentages or, in the circumstances described in the proviso to the immediately preceding sentence, the new Percentages of the assigning and assignee Banksvarious Revolver Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantRL Bank's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.04(a) to reflect the new RL Percentages of the assigning and assignee Banks.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Closing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a General Revolving Commitment, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL General Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Subsidiary of the Borrower under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the General Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(c), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL General Revolving Facility Percentages of the assigning and assignee BanksLenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Adjusted RF Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Adjusted RF Percentages pursuant to Section 1.13 or and/or 12.04(b) or otherwiseand/or as a result of a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Adjusted RF Percentages of all of the assigning and assignee BanksLenders with Revolving Commitments as a result thereof.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Closing Date with respect to any Existing Letter of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender with a General Revolving Commitment, and each such RL Bank Lender (each, each a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL General Revolving Facility Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and thereunder, the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(bsection 4.1(b) and the Participants shall have no right to receive any portion of any Facing Fees) fees of the nature contemplated by section 4.1(c)), the obligations of any Subsidiary of the Borrower under any Letter of Credit Documents pertaining thereto, and any security therefor for, or guaranty pertaining theretoto, any of the foregoing. Upon any change in the General Revolving Loan Commitments of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisesection 12.4(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 section 3.4 to reflect the new RL General Revolving Facility Percentages of the assigning and assignee BanksLenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a any Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRF Lender, and each such RL Bank RF Lender (each, a "ParticipantPARTICIPANT") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RF Lenders as provided in Section 3.01(b2.01(g) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 1.13, 1.14 or 12.04(b) or otherwise11.04(b), it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 1A.05 to reflect the new RL Percentages of the assigning and assignee BanksRF Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, ’s Revolving Percentage in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b3.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments Commitment of the XX Xxxxx any Revolving Lender pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolving Lender’s Revolving Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Revolving Lenders as provided in Section 3.01(b4.1(b) and the Participants shall have no right to receive any portion of any Facing Fronting Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwise12.4(b), it is hereby agreed that, with respect to all then outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 3.4 to reflect the new RL Revolving Percentages of the assigning and assignee BanksRevolving Lender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such (and on the Restatement Effective Date with respect to any Existing Letter of Credit), the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer any Facing Agent of any Letter of Credit, such Letter of Credit Issuer Facing Agent shall be deemed to have sold and transferred to each Domestic Revolving Lender, other RL Bankthan such Facing Agent (each such Lender, in its capacity under this SECTION 2.9(E), a "LC PARTICIPANT"), and each such RL Bank (each, a "Participant") LC Participant shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit IssuerFacing Agent, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantDomestic Revolving Lender's RL PercentageDomestic Revolver Pro Rata Share, in such Letter of Credit, each substitute Letter of Credit, each drawing Drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Domestic Revolving Lenders as provided in Section 3.01(bSECTION 2.9(G) and the LC Participants shall have no right to receive any portion of any Facing Fees) the facing fees), and any security therefor or guaranty pertaining thereto. Upon any change in the Domestic Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwise, Domestic Revolving Lenders it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 SECTION 2.9(E) to reflect the new RL Percentages Domestic Revolver Pro Rata Share of the assigning assignor and assignee BanksLender or of all Lenders with Domestic Revolving Commitments, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolving Lender, and each such RL Bank Revolving Lender (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, ,without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantLender's RL Adjusted Revolving Commitment Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Agent for the account of the XX Xxxxx Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any Uponany change in the Revolving Loan Commitments or Adjusted Revolving Commitment Percentages of the XX Xxxxx Revolving Lenders pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Lender Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.05 to reflect the new RL Adjusted Revolving Commitment Percentages of the assigning and assignee BanksLender or of all Revolving Lenders, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit, such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender, and each such RL Bank Lender (each, a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Percentage, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx RL Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing FeesFees with respect to such Letters of Credit) and any security therefor therefore or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments of the XX Xxxxx RL Lenders pursuant to Section 1.13 or 12.04(b13.04(b) or otherwiseas a result of the Restatement Effective Date, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings with respect thereto, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.03 to reflect the new RL Percentages of the assigning and assignee BanksLender.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer of any Letter of Credit (and on the Fifth Restatement Effective Date, in the case of Existing Letters of Credit), such Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankLender (each such other RL Lender, in its capacity under this Section 2.03, a “Participant”), and each such RL Bank (each, a "Participant") Participant shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation (each, a “participation”), to the extent of such Participant's ’s RL Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto, and any security therefor that remains in effect after the Original Effective Date, or guaranty pertaining thereto (although Letter of Credit Fees shall will be payable paid directly to the Administrative Agent for the ratable account of the XX Xxxxx Participants as provided in Section 3.01(b3.01(c) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto). Upon any change in the Revolving Loan Commitments of the XX Xxxxx RL Lenders pursuant to Section 1.13 1.14, 1.16 or 12.04(b) 12.04 or otherwisethe termination of a Commitment of a Non-Continuing Lender, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.03 to reflect the new RL Percentages of the assigning assignor and assignee BanksRL Lender and of all RL Lenders or all Continuing Lenders, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer the Issuing Lender of any Letter of Credit, such Letter of Credit Issuer the Issuing Lender shall be deemed to have sold and transferred to each Lender, other RL Bank, and than the Issuing Lender (each such RL Bank (eachLender, in its capacity under Section 2.19, a "Participant") ), and each such Participant shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit Issuerthe Issuing Lender, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL PercentageDollar Ratable Portion, in such Letter of Credit, each substitute Letter of Credit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to excluding the Agent for the account of the XX Xxxxx as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) Fee), and any security therefor or guaranty pertaining thereto; provided that, upon the occurrence of a Sharing Event, the participations described above in this Section 2.19(a) shall be automatically adjusted so that each Lender shall have a participation in all then outstanding Letters of Credit, and related obligations as described above, in a percentage equal to its Ratable Portion (which adjustments shall occur -57- 65 concurrently with the adjustments described in Section 2.24). Upon any change in the Revolving Loan Credit Commitments or the Dollar Ratable Portions (or in the circumstances provided in the proviso to the immediately preceding sentence, upon any change in the Ratable Portions of the XX Xxxxx Lenders pursuant to Section 1.13 or 12.04(b) or otherwisethis Agreement), it is hereby agreed that, with respect to all any outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.19 to reflect the new RL Percentages Dollar Ratable Portions or, in the circumstances described in the proviso to the immediately preceding sentence, the new Ratable Portions of the assigning and assignee Banksvarious Lenders.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL BankRevolver Lender, and each such RL Bank Revolver Lender (each, each a "“Participant"”) shall be deemed irrevocably and unconditionally to have purchased and received from such the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such Participant's RL Revolver Lender’s Dollar Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower Workflow under this Agreement with respect thereto (although Letter of Credit Fees shall be payable directly to the Agent for the account of the XX Xxxxx Revolver Lenders as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Dollar Percentages of the XX Xxxxx Revolver Lenders pursuant to Section 1.13 or 12.04(b) or otherwisethis Agreement, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 to reflect the new RL Dollar Percentages of the assigning and assignee Banksvarious Revolver Lenders.

Letter of Credit Participations. (ai) Immediately upon the ------------------------------- issuance by a Letter of Credit Issuer any Facing Agent of any Letter of Credit, such Letter of Credit Issuer Facing Agent shall be deemed to have sold and transferred to each Multicurrency Revolving Lender, other RL Bankthan such Facing Agent (each such Lender, in its capacity under this Section 2.10(e), a "LC Participant"), and each such RL Bank (each, a "Participant") LC Participant shall be deemed irrevocably and unconditionally to have purchased and received from such Letter of Credit IssuerFacing Agent, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantMulticurrency Revolving Lender's RL PercentageMulticurrency Revolver Pro Rata Share, in such Letter of Credit, each substitute Letter of Credit, each drawing Drawing made thereunder and the obligations of the Borrower Borrowers under this Agreement with respect thereto (although Letter of Credit Fees fees shall be payable directly to the Administrative Agent for the account of the XX Xxxxx LC Participant as provided in Section 3.01(b2.10(g) and the LC Participants shall have no right to receive any portion of any Facing Fees) the facing fees), and any security therefor or guaranty pertaining thereto. Upon any change in the Multicurrency Revolving Loan Commitments of the XX Xxxxx pursuant to Section 1.13 or 12.04(b) or otherwiseMulticurrency Revolving Lenders, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid DrawingsDrawings relating to Letters of Credit, there shall be an automatic adjustment to the participations pursuant to this Section 2.04 2.10(e) to reflect the new RL Percentages Multicurrency Revolver Pro Rata Share of the assigning assignor and assignee BanksLender or of all Lenders with Multicurrency Revolving Commitments, as the case may be.

Letter of Credit Participations. (a) Immediately upon the ------------------------------- issuance by a the Letter of Credit Issuer of any Letter of Credit, such the Letter of Credit Issuer shall be deemed to have sold and transferred to each other RL Bank, and each such RL Bank (each, each a "Participant") shall be deemed irrevocably and unconditionally to have purchased and received from such the Letter of Credit Issuer, without recourse or warranty, an undivided interest and participation, to the extent of such ParticipantBank's RL Adjusted Percentage, in such Letter of Credit, each substitute Letter letter of Creditcredit, each drawing made thereunder and the obligations of the Borrower under this Agreement with respect thereto (although the Letter of Credit Fees Fee shall be payable directly to the Administrative Agent for the account of the XX Xxxxx Banks as provided in Section 3.01(b) and the Participants shall have no right to receive any portion of any Facing Fees) and any security therefor or guaranty pertaining thereto. Upon any change in the Revolving Loan Commitments or Adjusted Percentages of the XX Xxxxx Banks pursuant to Section 1.13 or 12.04(b) or otherwiseupon a Bank Default, it is hereby agreed that, with respect to all outstanding Letters of Credit and Unpaid Drawings, there shall be an automatic adjustment ad justment to the participations pursuant to this Section 2.04 to reflect the new RL Adjusted Percentages of the assigning and assignee Bank or of all Banks, as the case may be.