Common use of Resignation as L/C Issuer after Assignment Clause in Contracts

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that any such resignation as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as of an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, howeverthat no failure by the Borrower to appoint any such successor shall affect the resignation of such L/C Issuer; provided, further, that any such resignation no Lender shall be required to serve as an L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed unless such Lender consents in accordance with this sentence) under this Agreementits sole discretion. If an L/C Issuer resigns as an L/C Issuerresigns, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2ii) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Bank of America assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Bank of America may, so long as at least one other L/C Issuer shall then exist, upon thirty 45 days’ notice to the Company Borrowers and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of Bank of America as L/C Issuer shall not be effective if there are no L/C Issuers Issuer, unless the Borrowers, after the exercise of commercially reasonable efforts (including any which the Borrowers acknowledge may entail the payment of fees and expenses to such successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an amounts greater than those then payable to Bank of America, provided that such fees shall be customary and reasonable and not include a transition fee), shall have failed to procure a successor L/C Issuer, in which event Bank of America shall remain L/C Issuer hereunder pending the accession of a successor L/C Issuer. If Bank of America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit having the same terms (other than pricing not specified in Section 2.03(i)), including face amount as, and, in substitution for for, the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Bank of America to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an JPMorgan or any other L/C Issuer assigns all of its Revolving Commitment Credit Commitments and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, may upon thirty 30 days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer (so long as such appointee agrees to act as an L/C Issuer hereunder) hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation as of JPMorgan or any other L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer Issuers hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate ABR Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment and acceptance of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) in the case of the appointment and acceptance of a successor L/C Issuer, the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then existsubject to the remainder of this paragraph, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)2.03(c)(i). Upon the appointment of a successor L/C Issuer, (1) Issuer such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of CreditIssuer.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time any person acting as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer person may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such resigning person as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If such person resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer hereunder and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer resigning person to effectively assume the obligations of such retiring L/C Issuer resigning person with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer KeyBank National Association assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer KeyBank National Association may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder, in each case, who agrees to act in such capacity; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of KeyBank National Association as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer KeyBank National Association resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of of, and acceptance by, a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer KeyBank National Association to effectively assume the obligations of such retiring L/C Issuer KeyBank National Association with respect to such Letters of CreditCredit whereupon such substitute letters of credit or other arrangements shall be deemed to be, and the Letters of Credit issued by the retiring L/C Issuer shall cease to be, Letters of Credit hereunder.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Bank of America assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Bank of America may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Bank of America as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer Bank of America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment acceptance of a successor successor’s appointment as L/C IssuerIssuer hereunder, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer, (b) the retiring L/C Issuer shall be discharged from all of its respective duties and obligations hereunder or under the other Loan Documents, and (2c) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Bank of America to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection clause (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Administrative Agent, Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Borrower to appoint any such successor shall affect the resignation as of the applicable L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, as the case may be, and (2y) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the applicable retiring L/C Issuer to effectively assume the obligations of such the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer a Lender assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty ten (10) days’ notice to the Company Borrowers and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) and such Lender; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer such Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and such Lender outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer, (B) the retiring L/C Issuer shall be discharged from all of its duties and obligations hereunder or under the other Loan Documents and (2C) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the retiring L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such the retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Bank of America assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Bank of America may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty 30 days’ notice to the Company and the Lenders, resign as an L/C IssuerIssuer and/or (ii) upon 30 days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as an L/C IssuerIssuer or Swing Line Lender, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of Bank of America as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreementor Swing Line Lender, as the case may be. If an L/C Issuer Bank of America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If Bank of America resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C IssuerIssuer and/or Swing Line Lender, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer or Swing Line Lender, as the case may be, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Bank of America to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist(i) subject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Bank of America acting as an L/C Issuer or other Lender that has issued a then-outstanding Letter of Credit assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, Bank of America or such L/C Issuer other Lender, as applicable, may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty 30 days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Parent Borrower to appoint any such successor shall affect the resignation of Bank of America or such other assigning Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an L/C Issuer Bank of America or such other assigning Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.3(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to Bank of America or such other retiring L/C Issuer Issuer, as the case may be, to effectively assume the obligations of Bank of America or such other retiring L/C Issuer Issuer, as the case may be, with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer a Lender assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty ten (10) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) and such Lender; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer such Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and such Lender outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer, (B) the retiring L/C Issuer shall be discharged from all of its duties and obligations hereunder or under the other Loan Documents and (2C) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the retiring L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such the retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection clause (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Administrative Agent, the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation as of the applicable L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2y) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the applicable retiring L/C Issuer to effectively assume the obligations of such the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder, subject to acceptance of such appointment by such Lender; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer resigns as an L/C Issuer, (a) it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). Upon ) and (b) the appointment of a successor L/C Issuer, (1) such successor Borrower shall succeed use commercially reasonable efforts to and become vested with all of the rights, powers, privileges and duties of such retiring cause another L/C Issuer and (2) the successor L/C Issuer shall to issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession resignation or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender serving as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the other Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Credit Lenders a successor L/C Issuer hereunderhereunder if such Revolving Credit Lender is willing to act in such capacity; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any entity serving as L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C IssuerIssuer and the acceptance of such appointment by such successor, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist(i) subject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Parent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Parent to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment Credit Commitments and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders (with the Administrative Agent’s consent and the applicable Revolving Xxxxxx’s consent) a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Tranche 1 Commitment and Revolving Tranche 1 Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Tranche I Lenders a successor L/C Issuer hereunder; provided, however, that (x) no failure by the Company to appoint any such successor shall affect the resignation as of any L/C Issuer and (y) no such appointment shall not be effective if there are no without the consent of the appointed L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges rights and duties obligations of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Tranche 1 Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such the retiring L/C Issuer with respect to such Letters of Credit. No resignation by any L/C Issuer shall impact or affect the rights, duties and obligations of any other L/C Issuer hereunder.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder that consents to such appointment; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Xxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.. 126

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an Bank of America or any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, Bank of America or such L/C Issuer Issuer, as the case may be, may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Administrative Agent, the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation as of Bank of America or the applicable L/C Issuer shall not be effective if there are no Issuer, as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an Bank of America or the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such Bank of America or the applicable retiring L/C Issuer to effectively assume the obligations of such Bank of America or the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower, the Administrative Agent and the other Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Xxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an BBVA or any other L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer Person may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrowing Agent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowing Agent shall be entitled to appoint from among the Lenders willing to accept such appointment a successor L/C Issuer hereunder; provided, however, that no failure by the Borrowing Agent to appoint any such successor shall affect the resignation as of BBVA or the L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an BBVA or any other L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such retiring L/C Issuer BBVA to effectively assume the obligations of such retiring L/C Issuer BBVA with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Bank of America assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveabove and resigns as Administrative Agent hereunder pursuant to Section 9.06, such L/C Issuer Bank of America may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders who agree to accept such appointment a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Bank of America as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer Bank of America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Bank of America to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Loans pursuant to subsection (bSection 10.06(b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Parent Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an a Lender acting as L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of the applicable Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any Issuer, as the case may be. Any such appointment of a successor L/C Issuer appointed in accordance with by the Borrowers pursuant to this sentence) under this Agreement. If an Section 10.06 shall not become effective until acceptance of the appointment by the successor L/C Issuer Issuer. If a Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in 112 substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the applicable resigning L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Bank of America acting as an L/C Issuer or other Lender that has issued a then-outstanding Letter of Credit assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, Bank of America or such L/C Issuer other Lender, as applicable, may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Bank of America or such other assigning Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an L/C Issuer Bank of America or such other assigning Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to Bank of America or such other retiring L/C Issuer Issuer, as the case may be, to effectively assume the obligations of Bank of America or such other retiring L/C Issuer Issuer, as the case may be, with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, howeverthat, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it . Any resigning L/C Issuer shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders with Revolving Commitments to make Revolving Loans that are Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment and acceptance of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment Credit Commitments and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders (with the Administrative Agent’s consent and the applicable Revolving Xxxxxx’s consent) a successor L/C Issuer hereunder; provided, however, that no 157 failure by the Borrower to appoint any such successor shall affect the resignation of such Xxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (bSection 11.06(b) above, 152 such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time any person acting as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer person may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, provided that no failure by the Borrower to appoint any such successor shall affect the resignation of such resigning person as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If such person resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer hereunder and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer resigning person to effectively assume the obligations of such retiring L/C Issuer resigning person with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender serving as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 (thirty) days’ notice to the Company Borrower and the LendersAdministrative Agent, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Credit Lenders a successor L/C Issuer hereunderhereunder if such Revolving Credit Lender is willing to act in such capacity; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any entity serving as L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C IssuerIssuer and the acceptance of such appointment by such successor, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, howeverthat, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it . Any resigning L/C Issuer shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders with Revolving Commitments to make Revolving Loans that are Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment and acceptance of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer 134 shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring resiging L/C Issuer to effectively assume the obligations of such retiring resiging L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender serving as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the other Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Credit Lenders a successor L/C Issuer hereunderhereunder if such Revolving Credit Xxxxxx is willing to act in such capacity; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any entity serving as L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C IssuerIssuer and the acceptance of such appointment by such successor, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as an L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If a Lender that is an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Letter of Credit Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c§2.9(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment Credit Commitments and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders (with the Administrative Agent’s consent and the applicable Revolving Lender’s consent) a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.04(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer BNY Mellon assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer BNY Mellon may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ ' notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of BNY Mellon as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer BNY Mellon resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession -77 or make other arrangements satisfactory to such retiring L/C Issuer BNY Mellon to effectively assume the obligations of such retiring L/C Issuer BNY Mellon with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above), such L/C Issuer Issuer, may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Revolving Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.. 101

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower, the Administrative Agent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Tranche 1 Commitment and Revolving Tranche 1 Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders Tranche I Xxxxxxx a successor L/C Issuer hereunder; provided, however, that (x) no failure by the Company to appoint any such successor shall affect the resignation as of any L/C Issuer and (y) no such appointment shall not be effective if there are no without the consent of the appointed L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges rights and duties obligations of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Tranche 1 Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such the retiring L/C Issuer with respect to such Letters of Credit.. No resignation by any L/C Issuer shall impact or affect the rights, duties and obligations of any other L/C Issuer hereunder. (g)

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower, the Administrative Agent and the other Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything herein to the contrary contained hereincontrary, if at any time any Revolving Lender that is also acting as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection paragraph (b) aboveof this Section 9.4, such L/C Issuer Revolving Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, provided that no failure by the Borrower to appoint any such successor shall affect the resignation of such Revolving Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any such Revolving Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts unreimbursed L/C Borrowings pursuant to Section 2.03(c2.4(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Revolving Lender to effectively assume the obligations of such retiring L/C Issuer Revolving Lender with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Daily SOFR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(f)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer East West Bank assigns all of its Revolving Commitment and Revolving Credit Loans pursuant to subsection (b) above, such L/C Issuer East West Bank may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrowers and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that (i) such appointment shall be subject to the consent of the Administrative Agent and (ii) no failure by the Borrowers to appoint any such successor shall affect the resignation of East West Bank as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer East West Bank resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Credit Lenders to make Base Rate Revolving Credit Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer East West Bank to effectively assume the obligations of such retiring L/C Issuer East West Bank with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer RBS assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer RBS may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, provided that no failure by Borrower to appoint any such successor shall affect the resignation of RBS as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer RBS resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) unless all outstanding Letters of Credit are returned to the L/C Issuer, the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer RBS to effectively assume the obligations of such retiring L/C Issuer RBS with respect to such Letters of Credit.. 128

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Salus assigns all of its Revolving Commitment and Committed Revolving Loans pursuant to subsection (b) above, such L/C Issuer Salus may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Revolving Lenders, resign as an a L/C Issuer. In the event of any such resignation as an a L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Salus as a L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer Salus resigns as an a L/C Issuer, it shall retain all the rights, powers, privileges and duties of an a L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an a L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c))thereto. Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Salus to effectively assume the obligations of such retiring L/C Issuer Salus with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that any such resignation as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (bSection 11.06(b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Xxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and that are outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment Commitments and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Revolving Lenders (with the Administrative Agent’s consent and the applicable Revolving Xxxxxx’s consent) a successor L/C Issuer hereunder; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Committed Revolving Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(b)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Loans pursuant to subsection (bSection 10.06(b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Parent Borrower to appoint any such successor shall affect the resignation of such Xxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Xxxxxxxx shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Xxxxxxxx to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Daily SOFR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(f)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (bSection 11.06(b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and that are outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Independent Bank assigns all of its Revolving Commitment Committed Sum and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Independent Bank may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer, effective, however, only on the appointment of a successor L/C Issuer as provided herein. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Independent Bank as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer Independent Bank resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations Letter of Credit Liabilities with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). thereto/ Upon the appointment of a successor L/C Issuer, Issuer (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Independent Bank to effectively assume the obligations of such retiring L/C Issuer Independent Bank with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer the Lender assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (ba) above, such Xxxxx Fargo may resign as L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ (30) days prior written notice to the Company and the Lenders, resign as an L/C IssuerLead Borrower. In the event of any such resignation as an L/C Issuer, the Company Lead Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderIssuer; provided, however, that no failure by the Lead Borrower to appoint any such successor shall affect the resignation of Xxxxx Fargo as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreementunless none of the other Lenders has the capabilities to issue letters of credit sufficient to meet the reasonable business needs of the Borrowers and is willing to accept such appointment. If an L/C Issuer Xxxxx Fargo resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders Lender to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Xxxxx Fargo to effectively assume the obligations of such retiring L/C Issuer Xxxxx Fargo with respect to such Letters of Credit.. 105

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(cSections 2.03(e) and (f)). Upon the appointment of a any successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of CreditCredit issued by the resigning L/C Issuer, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as of an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, howeverthat no failure by the Borrower to appoint any such successor shall affect the resignation of such L/C Issuer; provided, further, that any such resignation no Lender shall be required to serve as an L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed unless such Lender consents in accordance with this sentence) under this Agreementits sole discretion. If an L/C Issuer resigns as an L/C Issuerresigns, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2ii) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.. 151

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer ING Capital LLC assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer ING Capital LLC may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of ING 117 Capital LLC as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer ING Capital resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base LIBOR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer , as the case may be, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to the ING Capital LLC effectively assume the obligations of such retiring Loriginal LC/C Issuer with respect to such Letters of Credit.. 

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Bank of America acting as an L/C Issuer or other Lender that has issued a then-outstanding Letter of Credit assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, Bank of America or such L/C Issuer other Lender, as applicable, may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of Bank of America or such other assigning Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an L/C Issuer Bank of America or such other assigning Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to Bank of America or such other retiring L/C Issuer Issuer, as the case may be, to effectively assume the obligations of Bank of America or such other retiring L/C Issuer Issuer, as the case may be, with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything herein to the contrary contained hereincontrary, if at any time any Revolving Lender that is also acting as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection paragraph (b) aboveof this Section 9.4, such L/C Issuer Revolving Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the LendersLxxxxxx, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, provided that no failure by the Borrower to appoint any such successor shall affect the resignation of such Revolving Lxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any such Revolving Lxxxxx resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts unreimbursed L/C Borrowings pursuant to Section 2.03(c2.4(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Revolving Lender to effectively assume the obligations of such retiring L/C Issuer Revolving Lender with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder that consents to such appointment; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.. 125

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder that consents to such appointment; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lxxxxx as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an the L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such the L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the L/C Issuer resigns as an L/C Issuer, it such retiring L/C Issuer shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit and Bankers’ Acceptances issued by it and outstanding outstanding, and all Bankers’ Acceptances issuable under any Acceptance Credits outstanding, as of the effective date of its resignation as an L/C Issuer and all L/C C-BA Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the applicable L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above), such L/C Issuer Issuer, may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Revolving Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans Commitments pursuant to subsection clause (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, may upon thirty 30 days’ notice to the Administrative Agent, the Company and the LendersParticipating Xxxxx, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders Participating Banks a successor L/C Issuer hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation as of the applicable L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or Participating Banks fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.01(c)). Upon the appointment of a successor L/C Issuer, (1x) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2y) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the applicable retiring L/C Issuer to effectively assume the obligations of such the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that any such resignation as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, 216 #95537764v15AMERICAS/2023466857.21 #96465179v1 powers, privileges and duties of such retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection clause (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Administrative Agent, the Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that that, no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring L/C Issuer as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, howeverthat, that no failure by the Borrower to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it . Any resigning L/C Issuer shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders with Revolving Commitments to make Revolving Loans that are Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment and acceptance of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring resigingresigning L/C Issuer to effectively assume the obligations of such retiring resigingresigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender serving as an L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the other Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Revolving Credit Lenders a successor L/C Issuer hereunderhereunder if such Revolving Credit Lender is willing to act in such capacity; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any entity serving as L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.15(c)). Upon the appointment of a successor L/C IssuerIssuer and the acceptance of such appointment by such successor, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection clause (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Administrative Agent, the Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that that, no failure by the Borrower to appoint any such successor shall affect the resignation of the retiring L/C Issuer as L/C Issuer shall not be effective if there are no Issuer. If an 129 CHAR1\1806478v11CHAR1\1928004v5 L/C Issuers (including any successor ISSUER RESIGNS AS L/C Issuer appointed in accordance with this sentence) under this Agreement. If an ISSUER, IT SHALL RETAIN ALL THE RIGHTS, POWERS, PRIVILEGES AND DUTIES OF AN L/C Issuer resigns as an ISSUER HEREUNDER WITH RESPECT TO ALL LETTERS OF CREDIT ISSUED BY IT AND OUTSTANDING AS OF THE EFFECTIVE DATE OF ITS RESIGNATION AS AN L/C Issuer, it shall retain all the rights, powers, privileges and duties of an ISSUER AND ALL L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto OBLIGATIONS WITH RESPECT THERETO (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to INCLUDING THE RIGHT TO REQUIRE THE LENDERS TO MAKE BASE RATE LOANS OR FUND RISK PARTICIPATIONS IN UNREIMBURSED AMOUNTS PURSUANT TO Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1A) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2B) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist(i) subject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Parent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder, subject to such Lxxxxx’s acceptance of such appointment; provided, however, that no failure by Parent to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Bxxxxxxx shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Bxxxxxxx to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Daily SOFR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(f)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time Bank of America acting as an L/C Issuer or other Lender that has issued a then-outstanding Letter of Credit assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, Bank of America or such L/C Issuer other Lender, as applicable, may, so long as at least one other L/C Issuer shall then exist, (i) upon thirty 30 days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Parent Borrower to appoint any such successor shall affect the resignation of Bank of America or such other assigning Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an L/C Issuer Bank of America or such other assigning Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to Bank of America or such other retiring L/C Issuer Issuer, as the case may be, to effectively assume the obligations of Bank of America or such other retiring L/C Issuer Issuer, as the case may be, with respect to such Letters of Credit.. -158- US-DOCS\97384607.24

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company Administrative Agent, the Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of the applicable L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Daily SOFR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the applicable Retiring L/C Issuer to effectively assume the obligations of such retiring the applicable Retiring L/C Issuer with respect to such Letters of Credit.. 10.07

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer the Lender assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (ba) above, such Xxxxx Fargo may resign as L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ (30) days prior written notice to the Company and the Lenders, resign as an L/C IssuerLead Borrower. In the event of any such resignation as an L/C Issuer, the Company Lead Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderIssuer; provided, however, that no failure by the Lead Borrower to appoint any such successor shall affect the resignation of Xxxxx Fargo as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreementunless none of the other Lenders has the capabilities to issue letters of credit sufficient to meet the reasonable business needs of the Borrowers and is willing to accept such appointment. If an L/C Issuer Xxxxx Fargo resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders Lender to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Xxxxx Fargo to effectively assume the obligations of such retiring L/C Issuer Xxxxx Fargo with respect to such Letters of Credit.. 9.07

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer, if applicable. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such retiring L/C Issuer as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Bor- rower and the Lenders, resign as an L/C Issuer, if applicable. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such retiring L/C Issuer as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrowers and the Lenders, resign as an L/C Issuer. In the event of any such resignation as of an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided that no failure by the Borrowers to appoint any such successor shall affect the resignation of such L/C Issuer; provided, howeverfurther, that any such resignation no Lender shall be required to serve as an L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed unless such Lender consents in accordance with this sentence) under this Agreementits sole discretion. If an L/C Issuer resigns as an L/C Issuerresigns, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1i) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2ii) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.. 162

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving 214 Credit Commitment and Revolving Credit Loans pursuant to subsection (b) above‎Section 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist(i) subject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Parent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder, subject to such Lender’s acceptance of such appointment; provided, however, that no failure by Parent to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section ‎Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that any such resignation as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring L/C Issuer and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other 220 arrangements satisfactory to such retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment Commitments and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty (30) days’ notice to the Company Parent Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrowers shall be entitled to appoint from among the Revolving Lenders (with the Administrative Agent’s consent and the applicable Revolving Xxxxxx’s consent) a successor L/C Issuer hereunder; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Revolving Lenders to make Base Rate Committed Revolving Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c2.03(f)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements reasonably satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an a Lender acting as the L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer, as the case may be. If an L/C Issuer a Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, as the case may be, and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements (including issuing back-to-back Letters of Credit to the retiring L/C Issuer for such outstanding Letters of Credit) satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then existsubject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Parent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by Parent to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company Administrative Agent, the Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation as of the applicable L/C Issuer shall not be effective if there are no as an L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an the applicable L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Daily SOFR Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the applicable Retiring L/C Issuer to effectively assume the obligations of such retiring the applicable Retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an L/C Issuer Bank of America assigns all of its clxx CHAR1\1792192v4 Revolving A Commitment and Revolving A Loans pursuant to subsection (b) above, such L/C Issuer Bank of America may, so long as at least one other L/C Issuer shall then exist, upon thirty days’ notice to the Company and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of Bank of America as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer Bank of America resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring L/C Issuer Bank of America to effectively assume the obligations of such retiring L/C Issuer Bank of America with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 10.06(b), such L/C Issuer may, so long as at least one other L/C Issuer shall then exist(i) subject to the remainder of this paragraph, upon thirty (30) days’ notice to the Company Parent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Parent shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder, subject to such Lender’s acceptance of such appointment; provided, however, that no failure by Parent to appoint any such successor shall affect the resignation as of such L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an such L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time a Lender that is an L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer Lender may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderhereunder that consents to such appointment; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such retiring the resigning L/C Issuer and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring the resigning L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring the resigning L/C Issuer with respect to such Letters of Credit.. 125

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Borrower, the Administrative Agent and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such Lender as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this Agreement. If an L/C Issuer Issuer. If any Lender resigns as an L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the resigning L/C Issuer to effectively assume the obligations of such retiring resigning L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection (b) above, such L/C Issuer may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ ' notice to the Company Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an L/C Issuer, the Company Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of such entity as L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an any L/C Issuer resigns as an L/C Issuer, it such retiring L/C Issuer shall retain all the rights, powers, privileges and duties of an the L/C Issuer hereunder with respect to all Letters of Credit and Bankers' Acceptances issued by it and outstanding outstanding, and all Bankers' Acceptances issuable under any Acceptance Credits outstanding, as of the effective date of its resignation as an L/C Issuer and all L/C C- BA Obligations with respect thereto (including the right to require the Lenders to make Committed Loans that are US Base Rate Loans or fund risk participations in Unreimbursed 118 CH\1702371.21 Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such retiring the applicable L/C Issuer to effectively assume the obligations of such retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer after Assignment. Notwithstanding anything to the contrary contained herein, if at any time an any L/C Issuer (other than Bank of America) assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection (b) aboveSection 11.06(b), such L/C Issuer Person may, so long as at least one other L/C Issuer shall then exist, upon thirty 30 days’ notice to the Company Administrative Borrower and the Lenders, resign as an L/C Issuer. In the event of any such resignation as an a L/C Issuer, the Company Administrative Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer hereunderIssuer; provided, however, that no failure by the Administrative Borrower to appoint any such successor shall affect the resignation of such Person as a L/C Issuer shall not be effective if there are no L/C Issuers (including any successor L/C Issuer appointed in accordance with this sentence) under this AgreementIssuer. If an L/C Issuer any such Person resigns as an a L/C Issuer, it shall retain all the rights, powers, privileges and duties of an a L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as an a L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). Upon the appointment of a successor L/C Issuer, (1a) such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of such the retiring L/C Issuer Issuer, and (2b) the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, issued by such retiring L/C Issuer and outstanding at the time of such succession or make other arrangements satisfactory to such the retiring L/C Issuer to effectively assume the obligations of such the retiring L/C Issuer with respect to such Letters of Credit.