Common use of Supporting Letter of Credit; Cash Collateral Clause in Contracts

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.1, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (i) a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support or (ii) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support. Such Supporting Letter of Credit shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b2.4(b) and Section 10.112.1, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent Agent, the Letter of Credit Issuer, and the Lenders, with respect to each such Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either either: (i) a standby letter of credit (a "“Supporting Letter of Credit"”) in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in its sole discretion in an amount equal to 105% of the greatest undrawn face amount for which of such Letter of Credit or Credit, plus any fees and expenses associated with such Credit Support may be drawnLetter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent Agent, the Letter of Credit Issuer, and the Lenders for payments to be made by the Administrative Agent Agent, the Letter of Credit Issuer, and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support Credit; or (ii) cash collateral (a “Supporting Cash Deposit”) in an amount equal to 105% of the greatest undrawn face amount for which of such Letter of Credit or such Credit Support may be drawnCredit, which the Administrative Agent is entitled to apply as necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and plus any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or Supporting Cash Deposit shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent Agent, the Letter of Credit Issuer, and the Lenders, as credit support or security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.12.10(b), any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall cause the termination of such Letter of Credit. If, at the Agent's election, any such Letter of Credit remains outstanding, then the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (iA) a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative AgentRequired Revolving Lenders, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and the Revolving Lenders under such Letter of Credit or under any Credit Support provided through the Agent with respect thereto and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (iiB) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and or the Revolving Lenders under such Letter of Credit or under any Credit Support provided through the Agent with respect thereto, and any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, as security for, and to provide for the payment of, the aggregate undrawn face amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of this Section 1.3(b) and Section 10.18, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers Borrower shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent Issuing Lenders and the Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent Required Lenders in their discretion shall specify, either (i) a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawndrawn plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent Agent, the Issuing Lenders and the Lenders for payments to be made by the Administrative Agent and the Lenders under or in connection with such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (ii) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent Agent, the Issuing Lenders and the Lenders for payments to be made by the Administrative Agent and the Lenders under or in connection with such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent Agent, the Issuing Lenders and the Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding. Reasonable interest shall accrue on any such cash deposit, which accrued interest shall be for the account of the Borrower, subject to this Agreement.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b2.4(b) and Section 10.1, 12.1 any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers applicable Borrower shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, with respect to each Letter of Credit or Credit Support issued for the account of such Borrower then outstanding, as the Administrative Agent Majority Lenders, in their discretion shall specify, either (iA) a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawndrawn plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support under any credit support or enhancement provided through the Administrative Agent with respect thereto and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (iiB) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and or the Lenders under such Letter of Credit or Credit Support under any credit support or enhancement provided through the Administrative Agent with respect thereto and any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.12.10(b), any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall cause the termination of such Letter of Credit. If, at the Administrative Agent’s election, any such Letter of Credit remains outstanding, then the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (iA) a standby letter of credit (a "“Supporting Letter of Credit"”) in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and the Revolving Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (iiB) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and or the Revolving Lenders under such Letter of Credit or Credit Support Credit, and any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, as security for, and to provide for the payment of, the aggregate undrawn face amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.1SECTION 2.10(b), any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall cause the termination of such Letter of Credit. If, at the Agent's election, any such Letter of Credit remains outstanding, then the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (iA) a standby letter of credit (a "Supporting Letter of CreditSUPPORTING LETTER OF CREDIT") in form and substance satisfactory to the Administrative AgentRequired Revolving Lenders, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and the Revolving Lenders under such Letter of Credit or under any Credit Support provided through the Agent with respect thereto and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (iiB) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and or the Revolving Lenders under such Letter of Credit or under any Credit Support provided through the Agent with respect thereto, and any fees and expenses associated with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, as security for, and to provide for the payment of, the aggregate undrawn face amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding -------------------------------------------- the provisions of Section 1.3(b) and Section 10.12.10(b), any Letter of Credit or Credit Support is outstanding upon the --------------- termination of this Agreement, then upon such termination the Borrowers shall cause the termination of such Letter of Credit. If, at the Administrative Agent's election, any such Letter of Credit remains outstanding, then the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (iA) a standby letter of credit (a "Supporting Letter of Credit") in form --------------------------- and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, plus any fees and expenses associated with such Letter of Credit, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and the Revolving Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support Credit, or (iiB) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as amounts necessary to reimburse the Administrative Agent and the Revolving Lenders for payments to be made by the Administrative Agent and or the Revolving Lenders under such Letter of Credit or Credit Support Credit, and any fees and expenses associated associat ed with such Letter of Credit or Credit SupportCredit. Such Supporting Letter of Credit or deposit of cash shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Revolving Lenders, as security for, and to provide for the payment of, the aggregate undrawn face amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.1, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (i) cash in a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent cash collateral account in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawndrawn plus any fees and expenses associated with such Letter of Credit or such Credit Support, under which Supporting Letter of Credit collateral account the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support or (ii) cash collateral a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Agent, issued by an issuer satisfactory to the Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawndrawn plus any fees and expenses associated with such Letter of Credit or such Credit Support, under which Supporting Letter of Credit the Administrative Agent is entitled to apply as draw amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support. Such cash collateral account or Supporting Letter of Credit shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b) and Section 10.1, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (i) a standby letter of credit (a "Supporting Letter of Credit") in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, under which Supporting Letter of Credit the Administrative Agent is entitled to draw amounts necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support or (ii) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support. Such Supporting Letter of Credit shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding.

Supporting Letter of Credit; Cash Collateral. If, notwithstanding the provisions of Section 1.3(b1.4(b) and Section 10.1, any Letter of Credit or Credit Support is outstanding upon the termination of this Agreement, then upon such termination the US Borrowers shall deposit with the Administrative Agent, for the ratable benefit of the Administrative Agent US Agents and the US Lenders, with respect to each Letter of Credit or Credit Support then outstanding, as the Administrative Agent shall specify, either (iX) a standby letter of credit (a "“Supporting Letter of Credit"”) in form and substance satisfactory to the Administrative Agent, issued by an issuer satisfactory to the Administrative Agent in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, under which drawn plus any fees and expenses associated with such Letter of Credit or such Credit Support or (Y) cash collateral in such amount. The Administrative Agent shall be entitled to draw on such Supporting Letter of Credit Credit, or withdraw from the Administrative Agent is entitled to draw cash collateral account, for amounts necessary to reimburse the Administrative Agent and the US Lenders for payments to be made by the Administrative Agent and the Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support or (ii) cash collateral in an amount equal to 105% of the greatest amount for which such Letter of Credit or such Credit Support may be drawn, which the Administrative Agent is entitled to apply as necessary to reimburse the Administrative Agent and the Lenders for payments to be made by the Administrative Agent and the US Lenders under such Letter of Credit or Credit Support and any fees and expenses associated with such Letter of Credit or Credit Support. Such Supporting Letter of Credit or cash collateral shall be held by the Administrative Agent, for the ratable benefit of the Administrative Agent US Agents and the US Lenders, as security for, and to provide for the payment of, the aggregate undrawn amount of such Letters of Credit or such Credit Support remaining outstanding. Upon expiration of any such outstanding Letter of Credit, or cancellation and return of such Letter of Credit to the Letter of Credit Issuer, the Administrative Agent shall return to the US Borrowers any Supporting Letter of Credit and pay to the US Borrowers any cash remaining after payment of all amounts due with respect to such Letter of Credit.