Common use of Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure Clause in Contracts

Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or any part of such Defaulting Lender’s participation in L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Applicable Revolving Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment) but only to the extent that (x) such reallocation does not cause the aggregate Revolving Exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment or the aggregate Revolving Exposure of any Non-Defaulting Lender under any Class of Revolving Commitments to exceed such Non-Defaulting Lender’s Revolving Commitment of such Class and (y) no Non-Defaulting Lender is allocated any Class of Revolving Commitments which it does not maintain. Subject to Section 11.20, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or any part of such Defaulting Lender’s participation in L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Applicable Revolving Percentages (calculated without regard to such Defaulting Lender’s CommitmentApplicable Revolving CommitmentPercentage) but only to the extent that (xA) the conditions set forth in Section 4.02 are satisfied at the time of such reallocation (and, unless the Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time), and (B) such reallocation does not cause the aggregate Revolving Exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment or the aggregate Revolving Exposure of any Non-Defaulting Lender under any Class of Revolving Commitments to exceed such Non-Defaulting Lender’s Revolving Commitment of such Class and (y) no Non-Defaulting Lender is allocated any Class of Revolving Commitments which it does not maintainCommitment. Subject to Section 11.20, no No reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure exposureRevolving Exposure following such reallocation. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission.

Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or During any part of such period in which a USD Revolving Lender is a Defaulting Lender’s participation in L/C Obligations and Swingline Loans shall be reallocated among , for purposes of computing the Non-Defaulting Lenders in accordance with their respective Applicable amount of the obligation of each USD Revolving Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment) but only to the extent Lender that (x) such reallocation does not cause the aggregate Revolving Exposure of any Nonis a non-Defaulting Lender to exceed acquire, refinance or fund participations in Letters of Credit, Bankers’ Acceptances or Swing Line Loans pursuant to Sections 2.03 and 2.04, the “Applicable Revolving Percentage” and the “Applicable USD Revolving Percentage” of each such Non-Defaulting Lender’s Revolving Commitment or the aggregate Revolving Exposure of any Nonnon-Defaulting Lender under any Class of Revolving Commitments shall be computed without giving effect to exceed such Non-Defaulting Lender’s the USD Revolving Commitment of that Defaulting Lender; provided, that, (i) each such Class reallocation shall be given effect only if, at the date the applicable Revolving Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (yii) no Nonthe aggregate obligation of each USD Revolving Lender that is a non-Defaulting Lender is allocated any Class to acquire, refinance or fund participations in Letters of Credit, Bankers’ Acceptances and Swing Line Loans shall not exceed the positive difference, if any, of (1) the USD Revolving Commitments which it does not maintainCommitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the USD Revolving Loans of that USD Revolving Lender. Subject to Section 11.2010.18, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Nonnon-Defaulting Lender as a result of such Nonnon-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or During any part of such period in which a USD Revolving Lender is a Defaulting Lender’s participation in L/C Obligations and Swingline Loans shall be reallocated among , for purposes of computing the Non-Defaulting Lenders in accordance with their respective Applicable amount of the obligation of each USD Revolving Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment) but only to the extent Lender that (x) such reallocation does not cause the aggregate Revolving Exposure of any Nonis a non-Defaulting Lender to exceed acquire, refinance or fund participations in Letters of Credit, Bankers’ Acceptances or Swing Line Loans pursuant to Sections 2.03 and 2.04, the “Applicable Revolving Percentage” and the “Applicable USD Revolving Percentage” of each such Non-Defaulting Lender’s Revolving Commitment or the aggregate Revolving Exposure of any Nonnon-Defaulting Lender under any Class of Revolving Commitments shall be computed without giving effect to exceed such Non-Defaulting Lender’s the USD Revolving Commitment of that Defaulting Lender; provided, that, (i) each such Class reallocation shall be given effect only if, at the date the applicable Revolving Lender becomes a Defaulting Lender, no Default or Event of Default exists; and (yii) no Nonthe aggregate obligation of each USD Revolving Lender that is a non-Defaulting Lender is allocated any Class to acquire, refinance or fund participations in Letters of Credit, Bankers’ Acceptances and Swing Line Loans shall not exceed the positive difference, if any, of (1) the USD Revolving Commitments which it does not maintainCommitment of that non-Defaulting Lender minus (2) the aggregate Outstanding Amount of the USD Revolving Loans of that USD Revolving Lender. Subject to Section 11.2010.19, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Nonnon-Defaulting Lender as a result of such Nonnon-Defaulting Lender’s increased exposure following such reallocation.

Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or any part of such Defaulting Lender’s participation in L/C Obligations and Swingline Loans Exposure (other than any portion thereof attributable to Unreimbursed Amounts with respect to which such Defaulting Lender shall have funded its participation as contemplated by Section 2.03(c)) or Swing Line Exposure (other than any portion thereof with respect to which such Defaulting Lender shall have funded its participation as contemplated by Section 2.04(c)) shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Applicable Revolving Percentages (calculated without regard to such Defaulting Lender’s Revolving Commitment) but only to the extent that (x) such reallocation does not cause the aggregate Revolving Credit Exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment or the aggregate Revolving Exposure of any Non-Defaulting Lender under any Class of Revolving Commitments to exceed such Non-Defaulting Lender’s Revolving Commitment of such Class and (y) no Non-Defaulting Lender is allocated any Class of Revolving Commitments which it does not maintainCommitment. Subject to Section 11.2011.22, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender Xxxxxx having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.