Common use of L/C Commitment Clause in Contracts

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Credit Lenders set forth in Subsection 3.4(a), agrees to continue under this Agreement for the account of the Parent Borrower the Existing Letters of Credit issued by it and to issue letters of credit (the letters of credit issued on and after the Closing Date pursuant to this Section 3, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) for the account of the applicable Borrower or (or, with the consent of if required by the applicable Issuing Lender, so long as a Borrower is a co-applicant and jointly and severally liable thereunder) any Group Member) Restricted Subsidiary on any Business Day during the Letter of Credit Availability Commitment Period but in no event later than the 5th day prior to the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit shall be issued if, after giving effect to such issuance, (i) the L/C Exposure aggregate Extensions of Credit to the Borrowers would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or applicable limitations set forth in Subsection 2.1 (ii) an Overadvance would exist at such time. Except as otherwise it being understood and agreed by the Issuing Lender and that the Administrative Agent shall calculate the Dollar Equivalent of the then outstanding Revolving Credit Loans in their sole discretion, each Letter of Credit shall expire no later than any Designated Foreign Currency on the earlier of (x) date on which the first anniversary of its date of issuance and (y) Borrower Representative has requested that the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the applicable Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit for purposes of determining compliance with an expiration date that is after the Letter of Credit Maturity Datethis clause (i)), such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of (ii) the L/C Exposure attributable to such Letter Obligations in respect of Letters of Credit would exceed $50,000,000 or (iii) the Aggregate Outstanding Credit of all the Revolving Credit Lenders would exceed the Commitments of all the Revolving Credit Lenders then in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Crediteffect.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit (the letters of credit issued pursuant to this Section 3 and including each Existing Letter of Credit, collectively, the “Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day on or after the Effective Date and during the Letter of Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the such Issuing Lender; provided, that each of Xxxxxxx Xxxxx Bank USA, Credit Suisse AG, New York Branch, Barclays Bank PLC and their respective Affiliates shall not be required to issue any commercial letters of credit; provided further that the no Issuing Lender shall have no obligation to issue issue, amend or extend any Letter of Credit if, after giving effect to such issuance, amendment or extension, (i) the aggregate amount of L/C Obligations owed by the Borrower to any Issuing Lender shall exceed the amount of such Issuing Lender’s L/C Pro Rata Commitment (or such higher amount agreed upon in writing between the Borrower and such Issuing Lender), (ii) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or Commitment, (iii) the aggregate amount of the Available Revolving Commitments would be less than zero at such time, or (iiiv) an Overadvance the Total Extensions of Credit would exist exceed the outstanding principal amount of the Senior Bond at such time. Except any time (as otherwise agreed determined by the Issuing Lender and the Administrative Agent in their sole discretion, each Designated Agent). Each Letter of Credit shall (i) be denominated in Dollars and, (ii) subject to the second paragraph of Section 3.2, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date which is five Business Days prior to the Termination Date (such fifth Business Day, the “Letter of Credit Maturity Expiration Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit”).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $100,000, or(ii) be a standby letter of credit issued to support obligations of any Borrower or any Subsidiary thereof, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Revolving Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $250,000, or(ii) be a standby letter of credit issued to support obligations of any Borrower or any of Subsidiary thereof, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the Revolving Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability a Revolving Commitment Period in such form as may reasonably be approved from time to time by the such Issuing LenderLender (it being understood that any commercial Letter of Credit shall provide for sight drafts and not bankers acceptances); provided that the no Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such timezero. Each Letter of Credit shall (i) be denominated in Dollars, or (ii) an Overadvance would exist at such time. Except as unless otherwise agreed by the Issuing Lender Administrative Agent and the Administrative Agent in their sole discretionrelevant Issuing Lender, each Letter have a face amount of Credit shall at least $5,000 and (iii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date that is five Business Days prior to the then latest Revolving Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such ). Each Existing Letter of Credit shall be required deemed to be Cash Collateralized issued pursuant to this Section 3.1(a) on or prior the Restatement Effective Date (and for the avoidance of doubt, no Lender with a Non-Revolving Commitment, in its capacity as such, shall be deemed to the have any participating interest in any Existing Letter of Credit Maturity Date in an amount equal to 105% of from and after the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditRestatement Effective Date).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.04(a), agrees to issue letters of credit (“Letters of Credit”) Credit for the account of the any Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Period period from the Effective Date until the Extended Termination Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the no Issuing Lender shall have no any obligation to issue any Letter of Credit if, if (i) after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (ii) an Overadvance would exist the face amount of the requested Letter of Credit, when aggregated with all other then outstanding Extensions of Credit, shall not exceed the Line Cap at such time; provided further that each Issuing Lender may, but shall not be required to, issue Letters of Credit such that the aggregate L/C Obligations attributable to all such outstanding Letters of Credit issued by such Issuing Lender exceed $500,000,000. Except as otherwise agreed Each Letter of Credit shall (i) be denominated in Dollars or any other lawful foreign currency which is approved in writing on a case by case basis by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall and absolute discretion and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and issuance, or (y) subject to the Letter provisions of Credit Maturity Section 6.01(p), the date that is five (5) Business Days prior to the Extended Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by subject to the Issuing Lender and the Administrative Agent in their sole discretion, provisions of Section 6.01(p)) shall in no event extend beyond the date referred to in clause (y) above) ). Each Application and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such each Letter of Credit shall be required to be Cash Collateralized on or prior subject to the Letter of Credit Maturity Date in an amount equal to 105% International Standby Practices (ISP 98) of the International Chamber of Commerce (in the case of Standby L/C Exposure attributable to such Letter Cs) or the Uniform Customs and Practice for Documentary Credits as most recently published by the International Chamber of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, Commerce (in the sole discretion case of Commercial L/Cs) and, to the extent not inconsistent therewith, the laws of the Issuing Lender with respect to any particular Letter State of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditNew York.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue commercial or standby letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing LenderLenders; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars, (ii) be a commercial or standby letter of credit issued to support obligations of any Borrower, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the earlier of (x1) the first anniversary Termination Date or (2) one year after the issuance of its date of issuance and (y) the such Letter of Credit Maturity Dateand (iv) be subject to the Uniform Customs and, provided that (i) to the extent not inconsistent therewith, the laws of the State of Maryland. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit may provide for the renewal thereof for additional one-year periods hereunder if (whicha) such issuance would conflict with, except as otherwise agreed by or cause the Issuing Lender and the Administrative Agent in their sole discretionor any L/C Participant to exceed any limits imposed by, shall in no event extend beyond the date referred to in clause any Applicable Law, or (yb) above) and (ii) in the event that if any Lender notifies the Issuing Lender and Lender, within two (2) Business Days after receipt of the Administrative Agent agree Application therefor, of such Lender’s objection to issue a Letter the issuance of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter Credit. References herein to “issue” and derivations thereof with respect to Letters of Credit shall be required to be Cash Collateralized on also include extensions or prior to the Letter modifications of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter existing Letters of Credit, an alternative foreign currency. For purposes of this Agreement, unless the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Creditcontext otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.04(a), agrees to issue letters of credit (“Letters of Credit”) Commercial L/Cs and Standby L/Cs for the account of the any Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Period period from the Effective Date until the Termination Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the no Issuing Lender shall have no any obligation to issue any Letter of Credit if, if (i) after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (ii) an Overadvance would exist the face amount of the requested Letter of Credit exceeds the Total Availability at such time. Except as otherwise agreed by the ; provided further that each Issuing Lender and may, but shall not be required to, issue Letters of Credit such that the Administrative Agent in their sole discretion, each aggregate L/C Obligations attributable to all such Letters of Credit issued by such Issuing Lender exceed $500,000,000. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date that is five Business Days prior to the Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) ). Each Application and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such each Letter of Credit shall be required to be Cash Collateralized on or prior subject to the Letter of Credit Maturity Date in an amount equal to 105% International Standby Practices (ISP 98) of the International Chamber of Commerce (in the case of Standby L/C Exposure attributable to such Letter Cs) or the Uniform Customs and Practice for Documentary Credits as most recently published by the International Chamber of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, Commerce (in the sole discretion case of Commercial L/Cs) and, to the extent not inconsistent therewith, the laws of the Issuing Lender with respect to any particular Letter State of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditNew York.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Closing Date through but not including the Revolving Credit Availability Period Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided PROVIDED, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter Commitment or (b) the aggregate principal amount of outstanding Revolving Credit in accordance with Section 3.10Loans, plus the aggregate amount of L/C Obligations would exceed the Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $1,000,000, or(ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date no more than one (1) year from the issuance thereof, which date shall be no later than five (5) business days prior to the Revolving Credit Maturity Date and (iv) be subject to the Uniform Customs and/or ISPA 98, as set forth in the Application or as to be determined by the Issuing Lender with respect and, to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreementthe extent not inconsistent therewith, the stated amount laws of the State of North Carolina. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Revolving Lenders set forth in subsection 5.4(a), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to not issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or Commitment, (ii) the aggregate amount of the Available Revolving Credit Commitments would be less than zero at such timezero, (iii) the Dollar Equivalent of the aggregate outstanding principal amount of Multicurrency Loans, Local Currency Loans and L/C Obligations attributable to Letters of Credit denominated in any currency other than Dollars would exceed the Multicurrency Sublimit or (iiiv) an Overadvance would exist any Lender is at such time. Except as otherwise agreed by that time a Defaulting Lender, unless the Issuing Lender and has entered into arrangements, including the Administrative Agent in their sole discretiondelivery of Cash Collateral, each Letter of Credit shall expire no later than reasonably satisfactory to the earlier of Issuing Lender with the Borrower or such Lender to eliminate the Issuing Lender’s actual or potential Fronting Exposure (xafter giving effect to subsection 2.19(a)(iv)) with respect to the first anniversary of its date of issuance and (y) Defaulting Lender arising from either the Letter of Credit Maturity Date, provided then proposed to be issued or that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except and all other L/C Obligations as otherwise agreed by to which the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on has actual or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10potential Fronting Exposure. Each Letter of Credit shall (i) be denominated in Dollars, or, in the sole discretion of Dollars or any Available Foreign Currency or any other currency acceptable to the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit.Lender,

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during the Letter of Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars, Euros or British pounds and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date which is five Business Days prior to the Termination Date, provided that (iA) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (iiB) any Letter of Credit denominated in a currency other than Dollars shall be issued and shall remain outstanding pursuant to procedures and on terms (including the event that effect of exchange rate fluctuations) to be agreed upon by the Borrowers and the Issuing Lender (which procedures and terms shall not be inconsistent with the procedures and terms of this Agreement). The Dollar equivalent (determined by the Administrative Agent agree in good faith according to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount customary methods and procedures) of any Letter of Credit issued denominated in an alternative a currency other than Dollars shall be converted into Dollars monitored at the discretion of the Administrative Agent (but not less frequently than monthly); provided that the reimbursement obligations of the Lenders shall be limited as set forth in Section 3.4. If at any time the Total Extensions of Credit shall exceed the Total Commitments then, upon notice from time the Administrative Agent, the Borrowers shall prepay Loans, replace outstanding Letters of Credit or collateralize outstanding Letters of Credit on terms and conditions satisfactory to time by the Issuing Lender and upon any drawing under such Letter Administrative Agent to the extent necessary so that the Total Extensions of CreditCredit do not exceed the Total Commitments.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby and trade letters of credit (“the "Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Closing Date to but excluding the Revolving Credit Availability Period Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to not issue any Letter of Credit if, after giving effect to such issuance, the L/C Obligations would exceed the lesser of (i) the Aggregate Revolving Credit Commitment less the sum of all outstanding Revolving Credit Loans, all outstanding Swingline Loans and all outstanding Competitive Bid Loans and (ii) the L/C Exposure would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10Commitment. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $500,000, or(ii) be a standby or trade letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business or to support the obligations of other Persons to which the Borrower or a Subsidiary provides credit support in the ordinary course of its business, (iii) expire on a date no later than the Revolving Credit Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the Commonwealth of Virginia. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (iib) an Overadvance the aggregate principal amount of outstanding Revolving Credit Loans, plus the sum of all outstanding Competitive Bid Loans, plus the aggregate amount of L/C Obligations would exist at such timeexceed the Aggregate Commitment. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars in a minimum amount of $250,000, (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the earlier of (xa) one (1) year after the first anniversary of its date of issuance or (b) the Maturity Date and (yiv) be subject to the Letter Uniform Customs or, at the Administrative Agent's option, the International Standby Practices 1998 and, to the extent not inconsistent therewith, the laws of Credit Maturity Date, provided that (i) the State of North Carolina. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit may provide for the renewal thereof for additional one-year periods (whichhereunder if such issuance would conflict with, except as otherwise agreed by or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred derivations thereof with respect to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter Letters of Credit shall be required to be Cash Collateralized on also include extensions or prior to the Letter modifications of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter existing Letters of Credit, an alternative foreign currency. For purposes of this Agreement, unless the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Creditcontext otherwise requires.

L/C Commitment. (a) (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Revolving Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Credit Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars, AUD, Euro, Sterling or any other currency agreed to by the Administrative Agent and the applicable Issuing Lender and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance unless consented to by the Issuing Lender and (y) the Letter of Credit Maturity Expiration Date, ; provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in above unless the event that the Issuing Lender and the Administrative Agent agree Borrower agrees to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, Cash Collateralize or backstop or provide other credit support for such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Expiration Date in an amount equal a manner reasonably acceptable to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the applicable Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditLender).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Closing Date through but not including the Letter of Credit Availability Period Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or Obligations (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of exluding the L/C Exposure attributable Obligations with respect to such Letter the Existing Letters of Credit in accordance with Section 3.10Credit) would exceed $2,500,000. Each Letter of Credit shall (i) be denominated in DollarsDollars in an amount less than $1,000,000, or(ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the Letter of Credit Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided PROVIDED, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $100,000; PROVIDED, orthat there may be five (5) Letters of Credit denominated in an amount less than $100,000 so long as such amount is reasonably acceptable to the Administrative Agent, in the sole discretion (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in connection with any purpose permitted pursuant to Section 2.7, (iii) expire on a date no later than one (1) year from the date of issuance, which date shall be no later than the Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with or any other Group Member so long as the consent of Borrower is the applicant on the applicable Application and such Group Member has furnished any documentation required by the Issuing Lender, Lender pursuant to “know-your-customer” or any Group Memberinternal requirements) on any Business Day during the Letter of Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed either the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist Commitment at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars or in an Alternative Currency (it being agreed that the Issuing Lender shall have no obligation to issue, renew or extend a Letter of Credit in an Alternative Currency if the Issuing Lender as of any date of determination does not issue Letters of Credit in such Alternative Currency) and (ii) unless otherwise agreed to by the Administrative Agent, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with or any other Group Member so long as the consent of Borrower is the applicant on the applicable Application and such Group Member has furnished any documentation required by the Issuing Lender, Lender pursuant to “know-your-customer” or any Group Memberinternal requirements) on any Business Day during the Letter of Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed either the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist Commitment at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars or in an Alternative Currency (it being agreed that the Issuing Lender shall have no obligation to issue, renew or extend a Letter of Credit in an Alternative Currency if the Issuing Lender as of any date of determination does not issue Letters of Credit in such Alternative Currency in its ordinary course of business) and (ii) unless otherwise agreed to by the Administrative Agent, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Revolving Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date that is five Business Days prior to the Revolving Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10). Each Letter of Credit shall be denominated in Dollars, or, issued to support obligations of Company incurred in the sole discretion ordinary course of its business. It shall be a condition precedent to the obligation of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any issue each Letter of Credit issued in an alternative currency that the Lease/Purchase Documents shall be converted into Dollars from time have been amended, if necessary, to time by (i) provide a method for the Issuing Lender and upon any drawing under Company to utilize such Letter of CreditCredit,(ii) ensure that the Borrower will remain in compliance with Section 7.1(e), and (iii) make such other changes (including, without limitation, to provide for the funding of cash collateral upon the occurrence of an Event of Default as and when required by Section 8 hereof), in each case in a manner acceptable to the Administrative Agent.

L/C Commitment. (a) 52. Subject to the terms and conditions hereof, the Issuing Lender agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with or any other Group Member so long as the consent of Borrower is the applicant on the applicable Application and such Group Member has furnished any documentation required by the Issuing Lender, Lender pursuant to “know-your-customer” or any Group Memberinternal requirements) on any Business Day during the Letter of Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed either the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist Commitment at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars or in an Alternative Currency (it being agreed that the Issuing Lender shall have no obligation to issue, renew or extend a Letter of Credit in an Alternative Currency if the Issuing Lender as of any date of determination does not issue Letters of Credit in such Alternative Currency), and (ii) unless otherwise agreed to by the Issuing Lender, expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that above unless the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Creditotherwise agrees).

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 2.20(e), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower or any of its Subsidiaries or Affiliates (oror any Joint Venture, provided such Issuing Bank has received all documentation and other information required by regulatory authorities with respect to such Joint Venture under applicable “know your customer”, “beneficial ownership” and anti-money laundering rules and regulations, including with respect to the consent of PATRIOT Act and Beneficial Ownership Regulation, in a form reasonably satisfactory to such Issuing Bank and the applicable Issuing Lender, any Group MemberAdministrative Agent) on any Business Day during the Letter period from the Closing Date to the Commitment Termination Date of Credit Availability Period such Issuing Bank in such form as may reasonably be approved from time to time by the such Issuing LenderBank; provided that the no Issuing Lender Bank shall have no any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) without the consent of the applicable Issuing Bank, (A) in the case of any Principal Issuing Bank, the L/C Exposure Obligations with respect to Letters of Credit issued by such Principal Issuing Bank would exceed $50,000,000 or such other amount (not to exceed, when added to the Letter of Credit commitments of all other Issuing Banks, the L/C Sublimit) as may be agreed to by such Principal Issuing Bank and the Borrower in writing from time to time (with prompt notice to the Administrative Agent), and (B) in the case of any other Issuing Bank, the L/C Obligations with respect to Letters of Credit issued by such Issuing Bank would exceed such amount (not to exceed, when added to the Letter of Credit commitments of all other Issuing Banks, the L/C Sublimit) as may be agreed to by such Issuing Bank and the Borrower in writing from time to time (with prompt notice to the Administrative Agent), (ii) the outstanding amount of L/C Obligations would exceed the Total L/C Commitments at such time Sublimit or the Available Revolving Commitments aggregate principal amount of the Total Extensions of Credit would be less than zero at such timeexceed the aggregate amount of the Commitments, or (iiiii) an Overadvance would exist in the event that the Commitment Termination Date shall have been extended pursuant to Section 2.21 with respect to some but not all of the Lenders, the portion of the L/C Obligations attributable to Letters of Credit with expiry dates after any Existing Commitment Termination Date will exceed the portion of the aggregate Commitments attributable to the Commitments of the Lenders with respect to which the Commitment Termination Date shall have been extended beyond such Existing Commitment Termination Date. Each Letter of Credit shall (A) be denominated in Dollars, (B) have a face amount of at such time. Except as least $1,000,000 (unless otherwise agreed by the Issuing Lender Bank) and the Administrative Agent in their sole discretion, each Letter of Credit shall (C) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter date that is five Business Days prior to the Commitment Termination Date of Credit Maturity Datethe applicable Issuing Bank, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) ). All Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and (ii) in from and after the event Closing Date shall be subject to and governed by the terms and conditions hereof. It is agreed that the Borrower shall have the right from and after the Closing Date to request that any letter of credit issued by a Principal Issuing Lender and Bank pursuant to documentation other than this Agreement be deemed (at any time during the Administrative Agent agree Commitment Period of such Principal Issuing Bank) to issue constitute a Letter of Credit with an expiration date issued under this Agreement, and, provided that is after all requirements of this Agreement that would then be applicable to the issuance of such letter of credit if it were then being newly issued as a Letter of Credit Maturity Datehereunder are satisfied (including the satisfaction of the conditions precedent set forth in Section 4.2), and with the consent of the applicable Principal Issuing Bank, such letter of credit shall be so deemed to constitute a Letter of Credit issued under this Agreement as fully as if it were then newly issued under this Agreement. The applicable Principal Issuing Bank shall be required to be Cash Collateralized on or prior to provide the Letter Administrative Agent with a copy of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to each such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit2.20(b) below.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter Commitment or (b) the Committed Extensions of Credit in accordance with Section 3.10would exceed such Lender's Commitment or (c) the aggregate principal amount of all outstanding Loans plus the L/C Obligations would exceed the Aggregate Commitment. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $500,000, or(ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) have a term of not more than one (1) year, (iv) expire on a date which shall be no later than thirty (30) days prior to the Termination Date and (v) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Bank, in reliance on the agreements of the other Revolving Credit Lenders set forth in subsection 2.8(a), agrees to issue letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Company on any Business Day during the Letter of Revolving Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; Bank, provided that (i) the Issuing Lender Bank shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (iA) the L/C Exposure Obligations would exceed the Total L/C Sublimit or (B) the Aggregate Revolving Credit Outstandings of all the Revolving Credit Lenders at such time would exceed the Revolving Credit Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or and (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender Bank shall not issue any Letter of Credit unless it shall have received notice from the Administrative Agent that the issuance of such Letter of Credit will not violate clause (i) above. Each Letter of Credit shall (i) be denominated in Dollars, an Eligible L/C Currency or such other Offshore Currency as the Company, the Issuing Bank and the Administrative Agent may from time to time agree, (ii) be either (x) a standby letter of credit issued to support obligations of the Company or any of its Subsidiaries, contingent or otherwise or (y) a commercial letter of credit issued in their sole discretion, each Letter respect of Credit shall the purchase of goods or services by the Company or any of its Subsidiaries in the ordinary course of business and (iii) expire no later than the earlier of (x) the first anniversary date that is 12 months after the date of its date of issuance and (y) the thirtieth Business Day prior to the Revolving Credit Termination Date, provided that, subject to the immediately preceding clause (y), any standby Letter of Credit Maturity Datemay, provided that (i) any at the request of the Company as set forth in the applicable Letter of Credit may provide for Application, be automatically extended on each anniversary of the renewal issuance thereof for an additional one-period of one year periods (which, except as otherwise agreed by unless the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, Bank which issued such Letter of Credit shall be required to be Cash Collateralized on or have given prior written notice to the Letter Company and the beneficiary of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10at least 30 Business Days prior to the date of termination of such Letter of Credit that such Letter of Credit will not be extended and the Issuing Bank shall permit such beneficiary, upon receipt of such notice, to draw under such Letter of Credit prior to the date such Letter of Credit otherwise would have been automatically renewed. Each Letter of Credit shall be denominated in Dollarssubject to the Uniform Customs, orthe ISP (to the extent applicable) and, in to the sole discretion extent not inconsistent therewith, the laws of the State of New York. The Issuing Lender with respect Bank shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender and upon Bank or any drawing under such Letter L/C Participant to exceed any limits imposed by any applicable Requirement of CreditLaw.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Closing Date through but not including the thirty-fifth day prior to the Revolving Credit Availability Period Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter Commitment or (b) the aggregate amount of all Revolving Credit in accordance with Section 3.10Obligations would exceed the Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $1,000,000, oror in such other amount as agreed to by the Issuing Lender, (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date no more than one (1) year from the issuance thereof, which date shall be no later than thirty (30) days prior to the Revolving Credit Maturity Date and (iv) be subject to ISP and, to the extent not inconsistent therewith, the laws of the State of New York. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to “issue” and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter Replacement Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (the “Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Revolving Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the such Issuing Lender; provided provided, that the (x) no Issuing Lender shall have no any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations in respect of Letters of Credit issued by such Issuing Lender would exceed such Issuing Lender’s L/C Commitment, (ii) the L/C Obligations would exceed the Total L/C Commitments Sublimit or (iii) the Total Revolving Extensions of Credit would exceed the Maximum Facility Availability at such time or and (y) the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed Borrower shall alternate the selection of the applicable Issuing Lender based on the number and size of the Letters of Credit requested by the Borrower in order for each Issuing Lender and to be selected for the Administrative Agent in their sole discretion, each issuance of Letters of Credit on an equivalent basis. Each Letter of Credit shall (A) be denominated in Dollars and (B) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of date which is five Business Days prior to the Revolving Credit Maturity Termination Date, ; provided that (i) any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby and commercial letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Revolving Loan Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure M#368727 17 Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (A) be denominated in DollarsDollars in a minimum amount of $1,000,000, or(B) be a standby or commercial letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (C) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the Revolving Loan Termination Date and (D) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the Commonwealth of Virginia. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Bank, in reliance on the Issuing Lender agreements of the other Lenders set forth in subsection 3.9(a), agrees to issue letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Revolving Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the such Issuing LenderBank; provided that the no Issuing Lender Bank shall have no any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations at such time would exceed the Total L/C Commitment, (ii) the Aggregate Revolving Credit Outstandings at such time would exceed the aggregate amount of the Revolving Credit Commitments at such time, (iii) in the case of Letters of Credit issued prior to the Collateral Release Date, the Aggregate Revolving Credit Outstandings at such time would exceed the Borrowing Base at such time or (iv) in the Available Revolving Commitments case of Letters of Credit issued in currencies other than Dollars only, the L/C Obligations in respect of Letters of Credit issued in currencies other than Dollars would be less than zero at such time, or (ii) an Overadvance would exist exceed the Foreign L/C Commitment Sublimit at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Each Continuing Letter of Credit shall be required deemed to be Cash Collateralized issued under this Agreement on or prior the Effective Date (to the extent such Continuing Letter of Credit Maturity Date in an amount equal to 105% has not been fully drawn or has not expired or been terminated as of the L/C Exposure attributable to such Effective Date) and shall be (x) a Letter of Credit in accordance with Section 3.10. Each for all purposes hereof (other than subsection 3.7) and the other Loan Documents and (y) a Commercial Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular or a Standby Letter of Credit, an alternative foreign currency. For as applicable, for purposes of this Agreementsubsections 3.8(b) and 3.8(c), the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit.respectively. 48

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby and documentary letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $100,000, or(ii) be a letter of credit issued to support obligations of any Borrower or any Subsidiary, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date no later than the first anniversary of the Issuing Lender with respect to any particular issuance of such Letter of Credit, an alternative foreign currency. For purposes of this Agreementwhich date shall in no event be later than the Termination Date, and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the stated amount laws of the Commonwealth of Pennsylvania. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Revolving Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date that is five Business Days prior to the Revolving Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10). Each Letter of Credit shall be denominated in Dollars, or, issued to support obligations of Company incurred in the sole discretion ordinary course of its business. It shall be a condition precedent to the obligation of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any issue each Letter of Credit issued in an alternative currency that the Lease/Purchase Documents shall be converted into Dollars from time have been amended, if necessary, to time by (i) provide a method for the Issuing Lender and upon any drawing under Company to utilize such Letter of CreditCredit,(ii) ensure that the Borrower will remain in compliance with Section 7.1(d, and (iii) make such other changes (including, without limitation, to provide for the funding of cash collateral upon the occurrence of an Event of Default as and when required by Section 8 hereof), in each case in a manner acceptable to the Administrative Agent.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure would exceed either the Total L/C Commitments at such time Commitment or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist Commitment at such time. Except as otherwise agreed by Each Letter of Credit shall (i) be denominated in Dollars, or in the discretion of the Issuing Lender and Lender, a Foreign Currency; provided that (A) the Administrative Agent in their sole discretion, Dollar Equivalent of each Letter of Credit denominated in Foreign Currency (each, a “Foreign Currency L/C”) shall be reported by the Issuing Bank to the Administrative Agent (unless the Administrative Agent is the Issuing Lender) promptly upon the issuance of such Foreign Currency L/C and monthly within seven (7) Business Days prior to the end of each month (including the month of issuance) or more frequently upon the request of the Administrative Agent and (B) the Dollar Equivalent of the aggregate face amount of all Foreign Currency L/Cs shall not exceed $20,000,000 at any time; and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the date that is five (5) Business Days prior to the Letter of Credit Maturity Date, provided ; except that (iA) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) subject to the Borrower’s satisfaction of the conditions set forth in Section 5.2 at the time of any such renewal and (iiB) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration may expire on a date that is up to 365 days after the Letter of Credit Maturity Date (each such Letter of Credit, a “Holdover Letter of Credit”) if, on or before the date that is five (5) Business Days prior to the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior the Borrower provides to the Letter of Credit Maturity Date Issuing Lender cash collateral in an amount equal to 105% of the Dollar Equivalent of the face amount of such Letter of Credit plus all interest, fees, and costs due or to become due in connection therewith (as estimated by the Issuing Lender in its sole discretion), to secure all of the Obligations relating to such Letter of Credit; provided that the Dollar Equivalent of the aggregate face amount of all Holdover Letters of Credit shall not exceed $50,000,000 at any time; and provided, further, that following the Letter of Credit Maturity Date, the Issuing Bank may recalculate the Dollar Equivalent of the face amount of any Foreign Currency L/C Exposure attributable at any time and, to the extent that the cash collateral previously provided by the Borrower is equal to less than 105% of the Dollar Equivalent of the face amount of such Foreign Currency L/C plus all interest, fees, and costs due or to become due in connection therewith (as estimated by the Issuing Lender in its sole discretion), the Borrower shall immediately provide sufficient additional cash collateral to the Issuing Bank to make up for this shortfall. In addition, if the Borrower so requests in any applicable Letter of Credit Application, the L/C Issuer may, in its sole discretion, agree to issue a Letter of Credit that has automatic extension provisions (each, an “Auto-Extension Letter of Credit”); provided that any such Auto-Extension Letter of Credit must permit the L/C Issuer to prevent any such extension at least once in each twelve-month period (commencing with the date of issuance of such Letter of Credit) by giving prior notice to the beneficiary thereof not later than a day (the “Non-Extension Notice Date”) in each such twelve-month period to be agreed upon at the time such Letter of Credit is issued. Unless otherwise directed by the L/C Issuer, the Borrower shall not be required to make a specific request to the L/C Issuer for any such extension. Once an Auto-Extension Letter of Credit has been issued, the Lenders shall be deemed to have authorized (but may not require) the L/C Issuer to permit the extension of such Letter of Credit at any time to an expiry date not later than the date that is five (5) Business Days prior to the Letter of Credit Maturity Date; provided, however, that the L/C Issuer shall not permit any such extension if (A) the L/C Issuer has determined that it would not be permitted, or would have no obligation, at such time to issue such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in its revised form (as extended) under the sole discretion terms hereof (by reason of the Issuing provisions of Section 3.1(b) or otherwise), or (B) it has received notice (which may be by telephone or in writing) on or before the day that is seven (7) Business Days before the Non-Extension Notice Date from the Administrative Agent, any Lender with respect or the Borrower that one or more of the applicable conditions specified in Section 5.2 is not then satisfied, and in each such case directing the L/C Issuer not to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under permit such Letter of Creditextension.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or Commitment, (b) the Available Revolving Commitments Commitment would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (xc) the first anniversary sum of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an aggregate amount equal to 105% of the L/C Exposure attributable to such Letter Obligations and the aggregate principal amount of Credit in accordance with Section 3.10the Facility A Loans would exceed the Facility A Commitment. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $10,000, or(ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date satisfactory to the Lender, which date shall be no later than the Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the Issuing State of Georgia. The Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency hereunder if such issuance would conflict with, or cause the Lender to exceed any limits imposed by, any Applicable Law. References herein to "issue" and derivations thereof with respect to Letters of Credit shall be converted into Dollars from time to time by the Issuing Lender and upon also include extensions or modifications of any drawing under such Letter existing Letters of Credit., unless the context otherwise requires. All Letters of Credit will be issued under

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the Lenders set forth in Section 3.4(a), agrees to issue (or cause its Applicable Lending Office to issue) letters of credit (“Letters of Credit”) for the account of the Borrower (orand, with the consent of the applicable such Issuing Lender, any Group Memberletters of guarantee (each a “Letter of Credit”) under the Domestic Facility for the account of a Loan Party or a Subsidiary of a Loan Party (the “Applicable Account Party”) on any Business Day during the Letter Commitment Period of Credit Availability Period such Issuing Lender in such form as may reasonably be approved from time to time by reasonable and customary for the Issuing Lenderpurpose thereof; provided provided, that the (i) no Applicable Account Party shall request, and no Issuing Lender shall have no obligation be required to issue (or cause its Applicable Lending Office to issue), any Letter of Credit if, after giving effect to such issuanceissuance (and to any concurrent funding or prepayment of a Loan and to the application of proceeds thereof and to any concurrent expiration or termination or amendment or modification of any previously issued Letter of Credit), (iA) the Dollar Equivalent of the then Outstanding Amount of all Letters of Credit issued by such Issuing Lender (or any Applicable Lending Office thereof) would exceed such Issuing Lender’s L/C Commitment then in effect, (B) the Dollar Equivalent of the then Outstanding Amount of all Letters of Credit would exceed the L/C Sublimit then in effect, (C) the Total Consolidated GMF Exposure would exceed $2 billion or (D) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies plus (y) the then Outstanding Amount of the Total Domestic Extensions of Credit other than Letters of Credit denominated in Optional Currencies would exceed the Total L/C Domestic Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or then in effect and (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender Company shall be jointly and the Administrative Agent in their sole discretion, severally liable with respect to each Letter of Credit issued for the account of an Applicable Account Party (other than the Company). Each Letter of Credit shall (x) be denominated in Dollars or any Optional Currency and (y) expire no later than the earlier of (xA) the first anniversary of its date that is one year after the date of issuance and (y) the of such Letter of Credit Maturity Dateand (B) five Business Days prior to the Termination Date of such Issuing Lender then in effect; provided, provided that (i) any Letter of Credit with a one-year or shorter tenor may (1) provide for the subsequent or successive renewal or automatic renewal thereof for additional one-year or shorter periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in foregoing clause (yB), unless and to the extent that such Letter of Credit is Collateralized for the period following such date at 100% of the undrawn and unexpired amount of such Letter of Credit if requested by the relevant Issuing Lender) aboveor (2) and (ii) continue past such date referred to in the event foregoing clause (B) to the extent that such Letter of Credit is Collateralized for the period following such date at 100% of the undrawn and unexpired amount of such Letter of Credit if 509265-1725-14038-Active.16362140 requested by the relevant Issuing Lender Lender; provided, further, that, upon request of the Company and with the Administrative Agent agree to issue consent of the relevant Issuing Lender, a Letter of Credit with an expiration date that is after the Letter may have a tenor of Credit Maturity Date, longer than one year so long as such Letter of Credit shall be required does not extend beyond the date referred to be Cash Collateralized on or prior in clause (B) above (or, to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to extent such Letter of Credit does extend beyond such date, it is in accordance compliance with Section 3.10the parenthetical in clause (1) above). Each Any such Collateralization of a Letter of Credit shall be denominated in Dollarsprovided by a Loan Party or Applicable Account Party, oras applicable, in the sole discretion of the Issuing Lender with respect to any particular a Letter of Credit, an alternative foreign currency. For purposes together with accrued interest or earnings thereon, shall be terminated and (to the extent not applied to satisfy L/C Obligations) released to such Loan Party or Applicable Account Party, as applicable, as soon as practicable after the expiration or other termination of this Agreement, the stated amount of any such Letter of Credit issued in an alternative currency and the reimbursement of any amount drawn thereunder; provided, that, so long as such 100% margin is maintained, the accrued interest or earnings on such Collateralization shall be converted into Dollars released to the Loan Party or Applicable Account Party, as applicable, at any time and from time to time by the Issuing Lender and upon any drawing under such Letter of Creditits request therefor.

L/C Commitment. (a) Prior to the date hereof, the Existing Issuing Lender has issued the Existing Letters of Credit which, from and after the Closing Date, shall constitute Letters of Credit hereunder. Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“the letters of credit issued on and after the Closing Date pursuant to this Section 3, together with the Existing Letters of Credit collectively, "Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Revolving Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the such Issuing Lender; provided provided, that the no Issuing Lender shall have no any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Credit Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of date which is five Business Days prior to the Revolving Credit Maturity Termination Date, ; provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender agrees to issue commercial letters of credit and standby letters of credit (collectively, “Letters of Credit”) for the account of the U.S. Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Closing Date to but not including the fifth (5th) Business Day prior the Letter of Credit Availability Period Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, if (a) after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (iib) an Overadvance would exist at prior to such time. Except as otherwise agreed by issuance, the Issuing Lender and U.S. Borrower has not deposited with the Administrative Agent an amount in their Dollars (or other liquid assets acceptable to the Administrative Agent (in its sole discretion, each ) subject to the Administrative Agent’s standard advance rates or margin requirements for such liquid assets) equal to the face amount of such Letter of Credit to be issued (the “L/C Deposit”). Each Letter of Credit shall (i) be denominated in Dollars in a minimum amount of $25,000 (or such lesser amount as agreed to by the Issuing Lender), (ii) be a commercial letter of credit or standby letter of credit issued to support obligations of the U.S. Borrower or any of its Domestic Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date that is no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter anniversary of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date and (iv) be subject to the Uniform Customs (for commercial letters of credit) and/or ISP98 (for standby letters of credit), as set forth in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of Application or as determined by the Issuing Lender with respect and, to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreementthe extent not inconsistent therewith, the stated amount laws of the State of New York. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender to exceed any limits imposed by, any Applicable Law. References herein to “issue” and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter outstanding Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.4(a), agrees to issue trade letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Closing Date through but not including the Revolving Credit Availability Period Termination Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided provided, that the no Issuing Lender shall have no any obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter Commitment or (b) the aggregate principal amount of outstanding Revolving Credit in accordance with Section 3.10Loans, plus the aggregate principal amount of L/C Obligations would exceed the Revolving Credit Commitment. Each Letter of Credit shall (i) be denominated in Dollars, or(ii) be a trade letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date no later than two hundred twenty-five (225) days from the date of issuance thereof and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. No Issuing Lender with respect shall at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the hereunder if such issuance would conflict with, or cause such Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Credit Availability Period Initial Funding Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $250,000, or(ii) be a standby letter of credit issued to support obligations of the Borrowers or any of their respective Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire no more than one year after the issuance date thereof, which date shall be no later than the Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) Credit for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) Borrowers on any Business Day during from the Letter of Closing Date through but not including the Revolving Credit Availability Period Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (iib) an Overadvance the outstanding Aggregate Revolving Credit Obligations would exist at such timeexceed the lesser of (x) the Revolving Credit Commitment and (y) the Borrowing Base. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars in a minimum amount of $25,000, (ii) be issued to support obligations of any Borrower or any of their Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the earlier of (xA) one year from the first anniversary of its date of issuance and (y) the of such Letter of Credit (subject to automatic renewals of Letters of Credit issued by Xxxxx Fargo Bank so long as such renewal periods terminate no later than the fifth Business Day prior to the Revolving Credit Maturity Date) and (B) the fifth Business Day prior to the Revolving Credit Maturity Date and (iv) be subject to the ISP or Uniform Customs, provided that (i) any Letter of Credit may provide for as set forth in the renewal thereof for additional one-year periods (which, except applicable Application or as otherwise agreed determined by the Issuing Lender and the Administrative Agent in their sole discretionand, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% extent not inconsistent therewith, the laws of the L/C Exposure attributable to such Letter State of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditNorth Carolina.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the Lenders set forth in Section 3.4(a), agrees to issue (or cause its Applicable Lending Office to issue) letters of credit (“Letters of Credit”) for the account of the Borrower (orand, with the consent of the applicable such Issuing Lender, any Group Memberletters of guarantee (each a “Letter of Credit”) under the Domestic Facility for the account of a Loan Party or a Subsidiary of a Loan Party (the “Applicable Account Party”) on any Business Day during the Letter Commitment Period of Credit Availability Period such Issuing Lender in such form as may reasonably be approved from time to time by reasonable and customary for the Issuing Lenderpurpose thereof; provided provided, that the (i) no Applicable Account Party shall request, and no Issuing Lender shall have no obligation be required to issue (or cause its Applicable Lending Office to issue), any Letter of Credit if, after giving effect to such issuanceissuance (and to any concurrent funding or prepayment of a Loan and to the application of proceeds thereof and to any concurrent expiration or termination or amendment or modification of any previously issued Letter of Credit), (iA) the Dollar Equivalent of the then Outstanding Amount of all Letters of Credit issued by such Issuing Lender (or any Applicable Lending Office thereof) would exceed such Issuing Lender’s L/C Commitment then in effect, (B) the Dollar Equivalent of the then Outstanding Amount of all Letters of Credit would exceed the L/C Sublimit then in effect, (C) the Total Consolidated GMF Exposure would exceed $2 billion or (D) the sum of (x) 105% of the Dollar Equivalent of Letters of Credit denominated in Optional Currencies plus (y) the then Outstanding Amount of the Total Domestic Extensions of Credit other than Letters of Credit denominated in Optional Currencies would exceed the Total L/C Domestic Commitments at such time or the Available Revolving Commitments would be less than zero at such time, or then in effect and (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender Company shall be jointly and the Administrative Agent in their sole discretion, severally liable with respect to each Letter of Credit issued for the account of an Applicable Account Party (other than the Company). Each Letter of Credit shall (x) be denominated in Dollars or any Optional Currency and (y) expire no later than the earlier of (xA) the first anniversary of its date that is one year after the date of issuance and (y) the of such Letter of Credit Maturity Dateand (B) five Business Days prior to the Termination Date of such Issuing Lender then in effect; provided, provided that (i) any Letter of Credit with a one-year or shorter tenor may (1) provide for the subsequent or successive renewal or automatic renewal thereof for additional one-year or shorter periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in foregoing clause (yB), unless and to the extent that such Letter of Credit is Collateralized for the period following such date at 100% of the undrawn and unexpired amount of such Letter of Credit if requested by the relevant Issuing Lender) aboveor (2) and (ii) continue past such date referred to in the event foregoing clause (B) to the extent that such Letter of Credit is Collateralized for the period following such date at 100% of the undrawn and unexpired amount of such Letter of Credit if requested by the relevant Issuing Lender Lender; provided, further, that, upon request of the Company and with the Administrative Agent agree to issue consent of the relevant Issuing Lender, a Letter of Credit with an expiration date that is after the Letter may have a tenor of Credit Maturity Date, longer than one year so long as such Letter of Credit shall be required does not extend beyond the date referred to be Cash Collateralized on or prior in clause (B) above (or, to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to extent such Letter of Credit does extend beyond such date, it is in accordance compliance with Section 3.10the parenthetical in clause (1) above). Each Any such Collateralization of a Letter of Credit shall be denominated in Dollarsprovided by a Loan Party or Applicable Account Party, oras applicable, in the sole discretion of the Issuing Lender with respect to any particular a Letter of Credit, an alternative foreign currency. For purposes together with accrued interest or earnings thereon, shall be terminated and (to the extent not applied to satisfy L/C Obligations) released to such Loan Party or Applicable Account Party, as applicable, as soon as practicable after the expiration or other termination of this Agreement, the stated amount of any such Letter of Credit issued in an alternative currency and the reimbursement of any amount drawn thereunder; provided, that, so long as such 100% margin is maintained, the accrued interest or earnings on such Collateralization shall be converted into Dollars released to the Loan Party or Applicable Account Party, as applicable, at any time and from time to time by the Issuing Lender and upon any drawing under such Letter of Creditits request therefor.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Credit Lenders set forth in Section 2.26(a), agrees to issue letters of credit (the letters of credit issued on and after the Closing Date, together with the Existing Letters of Credit, collectively, the “Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of period commencing on the Closing Date and ending 30 days prior to the Revolving Credit Availability Period Termination Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the no Issuing Lender shall have no any obligation to issue any Letter of Credit, and no Revolving Credit Lender shall have any obligations to participate in any Letter of Credit, if, after giving effect to such issuanceissuance or participation, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Credit Commitments would be less than zero at such timezero; provided, further, that in no event shall Credit Suisse, Barclays, RBC, Bank of America, DBSI, RBS, TD Securities or Rabobank, or (ii) any of their respective offices, branches or Affiliates, in each case to the extent that it is an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretionhereunder, each be required to issue any trade Letter of Credit. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of date which is five Business Days prior to the Revolving Credit Maturity Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to Section 2.3.1 and the other terms and conditions hereofprovisions of this Agreement, the Issuing Lender agrees to issue letters of credit (standby, documentary and trade), in each case containing such terms and conditions as are permitted by this Agreement and are reasonably satisfactory to the Issuing Lender (each, a “Letters Letter of 1377643.07 Credit”) ), at the request of and for the account of the Borrower Company from time to time before the scheduled Termination Date and, as more fully set forth in Section 2.3.2, each Lender with a Revolving Commitment agrees to purchase a participation in each such Letter of Credit; provided that (ora) the aggregate Stated Amount of all Letters of Credit shall not at any time exceed Twenty Five Million Dollars ($25,000,000) and (b) the Revolving Outstandings shall not at any time exceed the Revolving Commitment (less the amount of any Swing Line Loans outstanding at such time). Subject to the foregoing limitations in this Section, with and the consent of other requirements in this Agreement, the applicable Administrative Agent, the Issuing Lender, the Company and each Lender agrees that any Group Member) on any Business Day during letter of credit issued by the Letter of Credit Availability Period in such form as may reasonably Issuer prior to the date of this Agreement for the account of the Company or any other Loan Party shall, for all purposes, be approved from time deemed to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any be a Letter of Credit ifunder this Agreement and under the other Loan Documents, after giving effect to such issuanceincluding, without limitation the following letters of credit: (i) the L/C Exposure would exceed outstanding letter of credit issued for the Total L/C Commitments at such time or account of the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed Company by the Issuing Lender bearing LOC #S580339 in the amount of $325,000.00, naming Safety National Casualty as beneficiary, and bearing an expiry date of April 29, 2008, (ii) the Administrative Agent outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LOC #S580338 in their sole discretionthe amount of $450,000.00, each Letter naming Kxxxxx Insurance as beneficiary, and bearing an expiry date of Credit shall expire no later than May 6, 2008, (iii) the earlier outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LOC #S580337 in the amount of $4,730,381.00, naming The Travelers Indemnity Company as beneficiary, and bearing an expiry date of May 6, 2008, (iv) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LOC #S599094 in the amount of $230,000, naming Mutual Indemnity Ltd. as beneficiary, bearing an expiry date of June 5, 2008, (v) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LOC #S599096 in the amount of $1,523,000, naming Lumbermens Mutual Casualty Company as beneficiary, bearing an expiry date of June 5, 2008, (vi) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LOC # S599093 in the amount of $922,494, naming Reliance Insurance Company as beneficiary, bearing an expiry of June 6, 2008, (vii) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LC #S599259 in the amount of $11,122,500, naming The Travelers Indemnity Company as beneficiary, bearing an expiry of June 6, 2008, (viii) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LC #S599337 in the amount of $2,000,000, naming Wal-Mart Stores Inc. as beneficiary, bearing an expiry of June 6, 2008, (ix) the outstanding letter of credit issued for the account of the Company by the Issuing Lender bearing LC #S599095 in the amount of $1,500,000, naming Nova Information Systems, Inc. as beneficiary, bearing an expiry of June 30, 2008, and (x) the first anniversary outstanding letter of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide credit issued for the renewal thereof for additional one-year periods (which, except as otherwise agreed account of the Company by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) bearing LC #S599260 in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter $596,000, naming Royal Indemnity Company on Behalf of Credit issued in itself and its Affiliated Companies as beneficiary, bearing an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter expiry of CreditJune 6, 2008.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during the Letter of Credit Availability Revolving Commitment Period in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the such Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such timezero. The parties hereto acknowledge that in accordance with the Original Agreement, or (ii) an Overadvance would exist at such timeFleet National Bank issued a Letter of Credit for the benefit of Borrower on March 1, 2001 and as of the date hereof $3,000,000 is outstanding thereon. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity date that is 15 calendar days prior to the Scheduled Revolving Termination Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-periods not to exceed one year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10). Each Letter of Credit shall be denominated in Dollars, or, in subject to the sole discretion of the International Standby Practices (1998). An Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the hereunder if such issuance would conflict with, or cause such Issuing Lender and upon or any drawing under such Letter of CreditL/C Participant to exceed any limits imposed by, any applicable Legal Requirement.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Lenders set forth in Section 3.04(a), agrees to issue letters of credit (together with the letters of credit described in Section 3.09, “Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during until the Letter of Credit Availability Period date that is five Business Days prior to the Maturity Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the no Issuing Lender shall have no any obligation to (and no Issuing Lender shall knowingly) issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the L/C Commitment, (ii) the aggregate amount of the outstanding Loans and L/C Obligations would exceed the Total L/C Commitments Commitment or (iii) the Revolving Credit Exposure of any Lender would exceed such Lender’s Commitment hereunder. If the relevant Issuing Lender issues a Letter of Credit at a time when such time or issuance is prohibited by the Available Revolving Commitments would immediately preceding sentence, no Lender shall have any obligation to participate in such Letter of Credit. Each Letter of Credit shall (i) be less than zero at such timedenominated in Dollars, or (ii) an Overadvance would exist have a face amount of at such time. Except as least $5,000,000 (unless otherwise agreed by the relevant Issuing Lender Lender) and the Administrative Agent in their sole discretion, each Letter of Credit shall (iii) expire no later than the earlier of (x) date that is five Business Days prior to the first anniversary of its date of issuance and (y) the Maturity Date. Any Letter of Credit Maturity Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (yiii) immediately above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit).

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit (“"Letters of Credit”") for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Credit Availability Period Closing Date through but not including the Termination Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing -------- Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (b) the Available Revolving Commitments Commitment of any Lender would be less than zero at such time, or (ii) an Overadvance would exist at such time. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall expire no later than the earlier of (x) the first anniversary of its date of issuance and (y) the Letter of Credit Maturity Date, provided that (i) any Letter of Credit may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10zero. Each Letter of Credit shall (i) be denominated in DollarsDollars in a minimum amount of $250,000, or(ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the sole discretion ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the Termination Date and (iv) be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of North Carolina. The Issuing Lender with respect shall not at any time be obligated to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of issue any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by hereunder if such issuance would conflict with, or cause the Issuing Lender or any L/C Participant to exceed any limits imposed by, any Applicable Law. References herein to "issue" and upon derivations thereof with respect to Letters of Credit shall also include extensions or modifications of any drawing under such Letter existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, each Issuing Lender, in reliance on the Issuing Lender agreements of the other Revolving Lenders set forth in Section 3.04(a), agrees to issue letters of credit (“Letters of Credit”) Credit for the account of the any Borrower (or, with the consent on behalf of the applicable Issuing Lender, such Borrower or on behalf of any Group Memberother Subsidiary of Holdings other than Sears Canada) on any Business Day during the Letter of Credit Availability Period period from the Effective Date until the Revolving Termination Date in such form as may reasonably be approved from time to time by the such Issuing Lender; provided that the no Issuing Lender shall have no any obligation to issue any Letter of Credit if, if (i) after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or the Available Revolving Commitments would be less than zero at such time, Commitment or (ii) an Overadvance would exist the face amount of the requested Letter of Credit, when aggregated with all other then outstanding Revolving Extensions of Credit, shall not exceed the lesser of the Aggregate Commitments and the Borrowing BaseLine Cap at such time; provided further that each Issuing Lender may, but shall not be required to, issue Letters of Credit such that the aggregate L/C Obligations attributable to all such outstanding Letters of Credit issued by such Issuing Lender exceed $500,000,000. Except as otherwise agreed Each Letter of Credit shall (i) be denominated in Dollars or any other lawful foreign currency which is approved in writing on a case by case basis by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter of Credit shall and absolute discretion and (ii) expire no later than the earlier of (x) the first anniversary of its date of issuance and issuance, or (y) subject to the Letter provisions of Credit Maturity Section 6.01(p), the date that is five (5) Business Days prior to the Revolving Termination Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by subject to the Issuing Lender and the Administrative Agent in their sole discretion, provisions of Section 6.01(p)) shall in no event extend beyond the date referred to in clause (y) above) ). Each Application and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such each Letter of Credit shall be required to be Cash Collateralized on or prior subject to the Letter of Credit Maturity Date in an amount equal to 105% International Standby Practices (ISP 98) of the International Chamber of Commerce (in the case of Standby L/C Exposure attributable to such Letter Cs) or the Uniform Customs and Practice for Documentary Credits as most recently published by the International Chamber of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, Commerce (in the sole discretion case of Commercial L/Cs) and, to the extent not inconsistent therewith, the laws of the Issuing Lender with respect to any particular Letter State of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditNew York.

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) for the account of the Borrower (or, with the consent of the applicable Issuing Lender, or any Group Member) Subsidiary on any Business Day during the Letter of Credit Availability Commitment Period in such form as may reasonably be approved from time to time by the Issuing Lender; provided that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time Commitment or (ii) the aggregate amount of the Available Revolving Commitments would be less than zero at such time, or (ii) an Overadvance would exist at such timezero. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Letter Letters of Credit may be denominated in Dollars or in any Foreign Currency and shall expire no later than the earlier date that is five Business Days prior to the Termination Date. To determine compliance with the requirements of (x) the first anniversary foregoing sentence as to the L/C Commitment and the Available Commitments, Letters of its Credit denominated in a currency other than Dollars shall be converted to Dollars in accordance with the Reuters Exchange Rate on the date of issuance and (y) thereof. Thereafter, the amount of any such Letters of Credit denominated in a Foreign Currency shall be converted to Dollars as of the last day of each fiscal quarter until the expiration of any such Letter of Credit. In the event that fluctuations in the Reuters Exchange Rate applicable to the conversion from the applicable Foreign Exchange to Dollars result in the L/C Commitment or the Available Commitments being exceeded as of the end of any such fiscal quarter, Borrower agrees to provide cash collateral in the amount of such excess for such period as such excess may exist. Any Letter of Credit Maturity Date, provided that (i) any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which, except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, which shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or five Business Days prior to the Letter of Credit Maturity Date in an amount equal to 105% of the L/C Exposure attributable to such Letter of Credit in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of CreditTermination Date).

L/C Commitment. (a) Subject to the terms and conditions hereof, the Issuing Lender Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit (“Letters of Credit”) Credit for the account of the Borrower (or, with the consent of the applicable Issuing Lender, any Group Member) on any Business Day during from the Letter of Closing Date through but not including the Revolving Credit Availability Period Maturity Date in such form as may reasonably be approved from time to time by the Issuing Lender; provided provided, that the Issuing Lender shall have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (ia) the L/C Exposure Obligations would exceed the Total L/C Commitments at such time or Commitment, (b) the Available aggregate principal amount of outstanding Revolving Commitments Credit Loans, plus the aggregate principal amount of outstanding Swingline Loans, plus the aggregate amount of L/C Obligations would be less than zero at such time, or (ii) an Overadvance would exist at such timeexceed the Revolving Credit Commitment. Except as otherwise agreed by the Issuing Lender and the Administrative Agent in their sole discretion, each Each Letter of Credit shall (i) be denominated in Dollars in a minimum amount acceptable to the Issuing Lender; (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Issuing Lender, which date shall be no later than the earlier of (xi) the first anniversary of one (1) year after its date of issuance and (yii) the Letter of fifth (5th) Business Day prior to the Revolving Credit Maturity DateDate and (iv) be subject to the Uniform Customs and/or ISP 98, provided that (i) any Letter of Credit may provide for as set forth in the renewal thereof for additional one-year periods (which, except Application or as otherwise agreed determined by the Issuing Lender and the Administrative Agent in their sole discretionand, shall in no event extend beyond the date referred to in clause (y) above) and (ii) in the event that the Issuing Lender and the Administrative Agent agree to issue a Letter of Credit with an expiration date that is after the Letter of Credit Maturity Date, such Letter of Credit shall be required to be Cash Collateralized on or prior to the Letter of Credit Maturity Date in an amount equal to 105% extent not inconsistent therewith, the laws of the L/C Exposure attributable to such Letter State of Credit North Carolina or (c) the Borrower and its Subsidiaries would no longer be in accordance with Section 3.10. Each Letter of Credit shall be denominated in Dollars, or, in the sole discretion of the Issuing Lender with respect to any particular Letter of Credit, an alternative foreign currency. For purposes of this Agreement, the stated amount of any Letter of Credit issued in an alternative currency shall be converted into Dollars from time to time by the Issuing Lender and upon any drawing under such Letter of Credit.pro forma