Common use of The Letter of Credit Facility Clause in Contracts

The Letter of Credit Facility. (i) Subject to the terms and conditions hereinafter set forth (A) Issuing Bank agrees, in reliance on the Agreements of the Lenders set forth in this Section (1) to issue Letters of Credit for the account of any Borrower from time to time on any Business Day during the period from the Effective Date hereof until 10 days before the Termination Date in an aggregate Available Amount for all Letters of Credit not to exceed at any time the lesser of (x) the Letter of Credit Facility at such time and (y) the Unused Revolving Credit Commitments of the Lenders at such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect to such issuance, the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, each Borrower’s ability to obtain Letters of Credit shall be fully revolving, and accordingly such Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.

The Letter of Credit Facility. (ia) Subject to On the terms and conditions hereinafter set forth herein (Ai) the Issuing Bank agrees, in reliance on upon the Agreements agreements of the other Lenders set forth in this Section SECTION 3.01, (1A) to issue Letters of Credit for the account of any Borrower from time to time on any Business Day during the period from the Effective Execution Date hereof until 10 days before to the Termination Date in an aggregate Available Amount for all to issue Letters of Credit not to exceed at any time for the lesser of (x) the Letter of Credit Facility at such time and (y) the Unused Revolving Credit Commitments account of the Lenders at such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit ifCompany, after giving effect to such issuance, the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend renew Letters of Credit previously issued by it it, in accordance with the terms of this Section 2.16SUBSECTIONS 3.02(c) and 3.02(e), and (2B) to honor drawings drafts under the Letters of Credit, ; and (Bii) the Lenders severally agree to participate in Letters of Credit issued Issued for the account of the Company; provided, that the Issuing Bank shall not be obligated to Issue, and no Lender shall be obligated to participate in, any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuanceif, extension or amendment as of the date of Issuance of such Letter of Credit so requested complies with (the conditions set forth in "ISSUANCE DATE"), after giving effect to such Issuance, (1) the preceding sentenceEffective Amount of all L/C Obligations plus the Effective Amount of all Revolving Loans would exceed the lesser of (x) the combined Commitments and (y) the Borrowing Base, or (2) the Effective Amount of the L/C Obligations would exceed the L/C Commitment. Within the foregoing limits, and subject to the other terms and conditions hereof, each Borrower’s the Company's ability to obtain Letters of Credit shall be fully revolving, and accordingly such Borrower and, accordingly, the Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that which have expired or that which have been drawn upon and reimbursed.

The Letter of Credit Facility. (ia) Subject to On the terms and conditions hereinafter set forth herein (Ai) the Issuing Bank agrees, in reliance on the Agreements of the Lenders set forth in this Section (1A) to issue Letters of Credit for the account of any Borrower from time to time on any Business Day during the period from the Effective Execution Date hereof until 10 days before to the Termination Date in an aggregate Available Amount for all to issue Letters of Credit not to exceed at any time for the lesser of (x) the Letter of Credit Facility at such time and (y) the Unused Revolving Credit Commitments account of the Lenders at such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit ifCompany, after giving effect to such issuance, the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend renew Letters of Credit previously issued by it it, in accordance with the terms of this Section 2.16Subsections 3.02(c) and 3.02(e), and (2B) to honor drawings drafts under the Letters of Credit, ; and (Bii) the Lenders Banks severally agree to participate in Letters of Credit issued Issued for the account of the Company; provided, that the Issuing Bank shall not be obligated to Issue, and no Bank shall be obligated to participate in, any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuanceif, extension or amendment as of the date of Issuance of such Letter of Credit so requested complies with (the conditions set forth in "Issuance Date"), after giving effect to such Issuance, (1) the preceding sentenceEffective Amount of all L/C Obligations plus the Effective Amount of all Revolving Loans would exceed the lesser of (x) the combined Commitments and (y) the Borrowing Base, or (2) the Effective Amount of the L/C Obligations would exceed the L/C Commitment. Within the foregoing limits, and subject to the other terms and conditions hereof, each Borrower’s the Company's ability to obtain Letters of Credit shall be fully revolving, and accordingly such Borrower and, accordingly, the Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that which have expired or that which have been drawn upon and reimbursed.

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1"LETTERS OF CREDIT") to issue Letters of Credit for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Facility A Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $5,000,000 (the "LETTER OF CREDIT FACILITY") and (ii) the Borrowing Base, less the sum of (A) the aggregate principal amount of Facility A Advances then outstanding plus (B) the aggregate principal amount of Swing Line Advances outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Facility at A Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this SECTION 2.15(a), repay any Facility A Advances resulting from drawings thereunder pursuant to SECTION 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this SECTION 2.15(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1) to issue "Letters of Credit Credit") for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed at any time outstanding the lesser of (xi) $100,000,000 (the "Letter of Credit Facility"), and (ii) the difference of (A) the Commitment minus (B) the aggregate principal amount of Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (i) such Lender's Specified Percentage of the Commitment times (ii) the maximum amount available to be drawn under such Letter of Credit (assuming compliance with all conditions to drawing). Within the limits of the Letter of Credit Facility at such time Facility, and (y) subject to the Unused Revolving Credit Commitments of the Lenders at such time (provided that in no event shall the Issuing Bank be required limits referred to issue a Letter of Credit if, after giving effect to such issuanceabove, the aggregate amount Borrower may request the issuance of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of under this Section 2.162.16(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.16(c) and (2) to honor drawings under request the Letters issuance of Credit, and (B) the Lenders severally agree to participate in additional Letters of Credit issued for under this Section 2.16(a). During the account term of any Borrower this Agreement, provided that no Default or Event of Default then exists and any drawings thereunder. Each request by a Borrower subject to the same conditions for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limits, and subject to the terms and conditions Section 3.2 hereof, each Borrower’s ability to obtain the Issuing Bank may at Borrowerns option, automatically renew any expiring Letters of Credit shall be fully revolving, and accordingly such Borrower may, during for a period of time not to exceed the foregoing period, obtain Letters earlier of Credit (x)five (5) days prior to replace Letters the Maturity Date or (y) one year after the date of Credit that have expired or that have been drawn upon and reimbursedissuance thereof.

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (including the Agreements of the Lenders set forth in this Section (1) to issue Existing Letters of Credit Credit, the "Letters of Credit") for the account of the Borrower or for the joint account of the Borrower and any Borrower of its Subsidiaries from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Revolving Commitment Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $10,000,000 (the "Letter of Credit Facility at Facility") and (ii) the sum of (A) the Revolving Credit Commitment minus (B) the aggregate principal amount of Revolving Credit Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) 45 days before the Revolving Commitment Maturity Date or (ii) eighteen months after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or upon satisfaction of the conditions precedent set forth in Sections 3.1 and 3.2 hereof with respect to the Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any Revolving Credit Advances resulting from drawings thereunder pursuant to Section 2.16(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.16(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing ----------------------------- Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (including the Agreements of the Lenders set forth in this Section (1) to issue Existing Letters of Credit Credit, the "Letters of Credit") for the account of the ----------------- Borrower or for the joint account of the Borrower and any Borrower of its Subsidiaries from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Revolving Commitment Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $10,000,000 (the "Letter of Credit Facility at Facility") and ------------------------- (ii) the sum of (A) the Revolving Credit Commitment minus (B) the aggregate ----- principal amount of Revolving Credit Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) 45 days before the Revolving Commitment Maturity Date or (ii) eighteen months after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or upon satisfaction of the conditions precedent set forth in Sections 3.1 and 3.2 hereof with respect to the Existing ------------ --- Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any Revolving Credit Advances --------------- resulting from drawings thereunder pursuant to Section 2.16(c) and accordingly such Borrower may, during request the foregoing period, obtain --------------- issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.under this Section 2.16(a). ---------------

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on the Agreements of the Lenders set forth in this Section (1) to issue if so requested, issue, Financial Letters of Credit and Non-Financial Letters of Credit (collectively, the "Letters of Credit") for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed at any time outstanding the lesser of (xi) $25,000,000 (the "Letter of Credit Facility at Facility") and (ii) the remainder of (a) the Commitment MINUS (b) the aggregate principal amount of Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the Maturity Date. Immediately upon the issuance of each Letter of Credit (or upon the Agreement Date, with respect to Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.16(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.16(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing ----------------------------- Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements "Letters ------- of the Lenders set forth in this Section (1Credit") to issue Letters of Credit for the account of the Borrower or any Borrower other Obligor from time --------- to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser least of (i) $20,000,000 (the "Letter of Credit Facility"), (ii) the remainder of ------------------------- the Borrowing Base minus the aggregate principal amount of Advances then outstanding, and (iii) the Commitment. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) the Letter of Credit Facility at such time and Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.15(a), repay --------------- any Advances resulting from drawings thereunder pursuant to Section 2.15(c) and accordingly such Borrower may, during --------------- request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.under this Section 2.15(a). ---------------

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1) to issue "Letters of Credit Credit") for the account of the Borrower or any Borrower other Obligor from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters conditions to drawing) not to exceed, at any time outstanding, the least of (i) $20,000,000 (the "Letter of Credit Facility"), (ii) the remainder of the Borrowing Base minus the aggregate principal amount of Advances then outstanding and the aggregate amount of all drawings under Letter(s) of Credit not theretofore reimbursed by the Borrower, and (iii) the Commitment. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to exceed at have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any time further action by any party, an undivided interest and participation in such Letter of Credit, each drawing thereunder and the lesser obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) the Letter of Credit Facility at such time and Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.15(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.15(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing ----------------------------- Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1) to issue "Letters of Credit Credit") for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Revolving Commitment Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $5,000,000 (the "Letter of Credit Facility at Facility") and (ii) an amount equal to the lesser of the Revolving Credit Commitment and the Borrowing Base minus the aggregate principal ----- amount of Revolving Credit Advances and Swing Line Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Revolving Commitment Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Revolving Credit Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.15(a), repay any Revolving Credit Advances --------------- resulting from drawings thereunder pursuant to Section 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain --------------- issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.under this Section 2.15(a). ---------------

The Letter of Credit Facility. (ia) Subject to all of the terms and conditions hereinafter hereof, the Combined Commitments (subject to the limitation of the L/C Commitment) may be availed by the Company in the form of Letters of Credit. On the terms and conditions set forth herein (Ai) the Issuing Bank agrees, in reliance on the Agreements of the Lenders set forth in this Section (1A) to issue Letters of Credit for the account of any Borrower from time to time on any Business Day during the period from the Effective Closing Date hereof until 10 days before to the Termination Date in an aggregate Available Amount for all to issue Letters of Credit not to exceed at any time payable in Dollars or in an Offshore Currency for the lesser of (x) the Letter of Credit Facility at such time and (y) the Unused Revolving Credit Commitments account of the Lenders at such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit ifCompany, after giving effect to such issuance, the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend renew Letters of Credit previously issued by it it, in accordance with the terms of this Section 2.16Sections 3.02(c) and 3.02(d), and (2B) to honor drawings drafts under the Letters of Credit, ; and (Bii) the Lenders Banks severally agree to participate in Letters of Credit issued Issued for the account of the Company; provided, that the Issuing Bank shall not be obligated to Issue, and no Bank shall be obligated to participate in, any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment if as of the date of Issuance of such Letter of Credit so requested complies with (the conditions set forth "Issuance Date") (1) the Effective Amount of the U.S. Dollar Equivalent of all L/C Obligations plus the Effective Amount of all Revolving Loans exceeds the Combined Commitments, (2) the Effective Amount of the U.S. Dollar Equivalent of all L/C Obligations exceeds the L/C Commitment, (3) the participation of any Bank in the preceding sentenceEffective Amount of the U.S. Dollar Equivalent of all L/C Obligations plus the Effective Amount of the Revolving Loans of such Bank exceeds such Bank's Commitment, or (4) the Effective Amount of the U.S. Dollar Equivalent of L/C Obligations for Financial Letters of Credit exceeds $15,000,000. Within the foregoing limits, and subject to the other terms and conditions hereof, each Borrower’s the Company's ability to obtain Letters of Credit shall be fully revolving, and accordingly such Borrower and, accordingly, the Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that which have expired or that which have been drawn upon and reimbursed.

The Letter of Credit Facility. (ia) Subject to On the terms and conditions hereinafter set forth herein (Ai) the Issuing Bank agrees, in reliance on the Agreements of the Lenders set forth in this Section (1A) to issue Letters of Credit for the account of any Borrower from time to time on any Business Day during the period from the Effective Closing Date hereof until 10 days before to the Facility B Termination Date in an aggregate Available Amount for all to issue Letters of Credit not to exceed at any time for the lesser of (x) the Letter of Credit Facility at such time and (y) the Unused Revolving Credit Commitments account of the Lenders at such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit ifCompany, after giving effect to such issuance, the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend renew Letters of Credit previously issued by it it, in accordance with the terms of this Section 2.16Subsections 3.02(c) and 3.02(e), and (2B) to honor drawings drafts under the Letters of Credit, ; and (Bii) the Lenders Banks severally agree to participate in Letters of Credit issued Issued for the account of the Company; provided, that the Issuing Bank shall not be obligated to Issue, and no Bank shall be obligated to participate in, any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment if as of the date of Issuance of such Letter of Credit so requested complies with (the conditions set forth in "Issuance Date") the preceding sentenceEffective Amount of all L/C Obligations plus the Effective Amount of all Facility B Revolving Loans exceeds the combined Facility B Commitments. Within the foregoing limits, and subject to the other terms and conditions hereof, each Borrower’s the Company's ability to obtain Letters of Credit shall be fully revolving, and accordingly such Borrower and, accordingly, the Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that which have expired or that which have been drawn upon and reimbursed.

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing ----------------------------- Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (including the Agreements of the Lenders set forth in this Section (1) to issue Existing Letters of Credit Credit, the "Letters of Credit") for the account of the Borrower or any Borrower Subsidiary from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $75,000,000 (the "Letter of Credit Facility at Facility") or (ii) the result of (1) the Commitment minus (2) the aggregate principal amount ----- of Advances and Reimbursement Obligations then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) two years after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or upon satisfaction of the conditions precedent set forth in Sections 3.1 and 3.2 ------------ --- hereof with respect to the Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any --------------- Advances resulting from drawings thereunder pursuant to Section 2.16(c) hereof --------------- and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.under this Section ------- 2.16(a). ------- (b)

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (including the Agreements of the Lenders set forth in this Section (1) to issue Existing Letters of Credit Credit, the "Letters of Credit") for the account of the Borrower or any Borrower Subsidiary from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $100,000,000 (the "Letter of Credit Facility at Facility") or (ii) the result of (1) the Commitment minus (2) the aggregate principal amount of Advances and Reimbursement Obligations then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) ten days prior to the Maturity Date or (ii) two years after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or upon satisfaction of the conditions precedent set forth in Sections 3.1 and 3.2 hereof with respect to the Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.16(c) hereof and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.16(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1"LETTERS OF CREDIT") to issue Letters of Credit for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding (less Cash Collateralized Letters of Credit), the lesser of (xi) $5,000,000 (the "LETTER OF CREDIT FACILITY"), and (ii) the result of (1) the Revolving Credit Commitment MINUS (2) the aggregate principal amount of Revolving Credit Advances then outstanding. No Letter of Credit Facility at shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or on the Agreement Date, with respect to Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this SECTION 2.15(a), repay any Revolving Credit Advances resulting from drawings thereunder pursuant to SECTION 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this SECTION 2.15(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit, including the Agreements of the Lenders set forth in this Section (1) to issue Existing Letters of Credit (the "Letters of Credit") for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed at any time outstanding the lesser of (xi) $200,000,000 (the "Letter of Credit Facility"), and (ii) the difference of (A) the Commitment minus (B) the aggregate principal amount of Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit (or, with respect to the Existing Letters of Credit, upon satisfaction of the conditions set forth in Sections 3.1 and 3.2 of this Agreement), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (i) such Lender's Specified Percentage of the Commitment times (ii) the maximum amount available to be drawn under such Letter of Credit (assuming compliance with all conditions to drawing). Within the limits of the Letter of Credit Facility at such time Facility, and (y) subject to the Unused Revolving Credit Commitments of the Lenders at such time (provided that in no event shall the Issuing Bank be required limits referred to issue a Letter of Credit if, after giving effect to such issuanceabove, the aggregate amount Borrower may request the issuance of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of under this Section 2.162.16(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.16(c) and (2) to honor drawings under request the Letters issuance of Credit, and (B) the Lenders severally agree to participate in additional Letters of Credit issued for under this Section 2.16(a). During the account term of any Borrower this Agreement, provided that no Default or Event of Default then exists and any drawings thereunder. Each request by a Borrower subject to the same conditions for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limits, and subject to the terms and conditions Section 3.2 hereof, each the Issuing Bank may at the Borrower’s ability to obtain 's option, automatically renew any expiring Letters of Credit shall be fully revolving, and accordingly such Borrower may, during for a period of time not to exceed the foregoing period, obtain Letters earlier of Credit (x) five (5) days prior to replace Letters the Maturity Date or (y) one year after the date of Credit that have expired or that have been drawn upon and reimbursedissuance thereof.

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on the Agreements of the Lenders set forth in this Section (1) to issue if so requested, issue, Financial Letters of Credit and Non-Financial Letters of Credit (collectively, the "Letters of Credit") for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed at any time outstanding the lesser of (xi) $25,000,000 (the "Letter of Credit Facility at Facility") and (ii) the remainder of (A) the Commitment MINUS (B) the aggregate principal amount of Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the Maturity Date. Immediately upon the issuance of each Letter of Credit (or upon the Agreement Date, with respect to Existing Letters of Credit), the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.16(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.16(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.16(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on the Agreements of the Lenders set forth in this Section (1) to issue if so requested, issue, Letters of Credit for the account of any the Borrower from time to time on any Business Day during the period from the Effective Date hereof date of the initial Advance until 10 days before the Termination Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $5,000,000 (the "Letter of Credit Facility at Facility") and (ii) the Borrowing Base, less the aggregate principal amount of all Advances then outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.15(a), repay any Advances resulting from drawings thereunder pursuant to Section 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursedunder this Section 2.15(a).

The Letter of Credit Facility. (i) Subject to The Borrower may request the Issuing ----------------------------- Bank, on the terms and conditions hereinafter set forth (A) forth, to issue, and the Issuing Bank agreesshall, in reliance on if so requested, issue, letters of credit (the Agreements of the Lenders set forth in this Section (1) to issue "Letters of Credit ---------- Credit") for the account of any the Borrower from time to time on any Business Day during the period ------ from the Effective Date hereof date of the initial Advance until 10 days before the Termination Facility A Maturity Date in an aggregate Available Amount for maximum amount (assuming compliance with all Letters of Credit conditions to drawing) not to exceed exceed, at any time outstanding, the lesser of (xi) $5,000,000 (the "Letter of Credit Facility") and (ii) the Borrowing Base, less the sum of (A) -------------------------- the aggregate principal amount of Facility at A Advances then outstanding plus (B) the aggregate principal amount of Swing Line Advances outstanding. No Letter of Credit shall have an expiration date (including all rights of renewal) later than the earlier of (i) the Facility A Maturity Date or (ii) one year after the date of issuance thereof. Immediately upon the issuance of each Letter of Credit, the Issuing Bank shall be deemed to have sold and transferred to each Lender, and each Lender shall be deemed to have purchased and received from the Issuing Bank, in each case irrevocably and without any further action by any party, an undivided interest and participation in such time Letter of Credit, each drawing thereunder and the obligations of the Borrower under this Agreement in respect thereof in an amount equal to the product of (x) such Lender's Specified Percentage times (y) the Unused Revolving Credit Commitments of the Lenders at maximum amount available to be drawn under such time (provided that in no event shall the Issuing Bank be required to issue a Letter of Credit if, after giving effect (assuming compliance with all conditions to such issuance, drawing). Within the aggregate amount of the Revolving Credit Exposures of all Lenders shall exceed the Revolving Credit Availability at such time) and to amend or extend Letters of Credit previously issued by it in accordance with the terms of this Section 2.16, and (2) to honor drawings under the Letters of Credit, and (B) the Lenders severally agree to participate in Letters of Credit issued for the account of any Borrower and any drawings thereunder. Each request by a Borrower for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the issuance, extension or amendment limits of the Letter of Credit so requested complies with the conditions set forth in the preceding sentence. Within the foregoing limitsFacility, and subject to the terms and conditions hereoflimits referred to above, each Borrower’s ability to obtain the Borrower may request the issuance of Letters of Credit shall be fully revolvingunder this Section 2.15(a), repay any Facility A Advances resulting from drawings --------------- thereunder pursuant to Section 2.15(c) and accordingly such Borrower may, during request the foregoing period, obtain issuance of additional --------------- Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed.under this Section 2.15(a). ---------------