Common use of The Letters of Credit Clause in Contracts

The Letters of Credit. 3.1. The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, (i) the L/C Lender agrees, (A) from time to time on any Business Day during the period from the Closing Date to the Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders severally agree to participate in Letters of Credit Issued for the accounts of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line Borrowers; provided, however, that the L/C Lender shall not be obligated to Issue, and no Lender shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility Lenders, (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. The Letter of Credit Subfacility. (a) On the terms and subject to the conditions set forth hereinherein and as a subfacility of the Facility C Commitment, (i) the L/C Lender agreesIssuing Banks agree, (A) from time to time on any Business Day during the period from the Closing Restatement Effective Date to the date that is 30 days prior to the Revolving Loan Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, Xxxxxxxx and to amend or renew Letters of Credit previously issued by itthem, in each case in accordance with subsections 3.2(c3.02(c) and 3.2(d3.02(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersXxxxxxxx; provided, however, that the L/C Lender Issuing Banks shall not be obligated to Issue, and no Lender Bank shall be obligated to participate in, any Letter of Credit if if, as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility Lenders, (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/Facility C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount Effective Amount of all outstanding Swing Line Swingline Loans (including exceeds the Assumed Swing Line Loan Amount) exceeds such Revolving combined Facility Lender's Revolving Facility CommitmentC Commitments, or (32) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' ability of the Borrower and Xxxxxxxx to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Borrower and Xxxxxxxx may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. The Letter of Credit Subfacility. (a) On the terms and subject to the conditions set forth hereinherein and as a subfacility of the Facility B Commitment, (i) the L/C Lender agreesIssuing Banks agree, (A) from time to time on any Business Day during the period from the Closing Restatement Effective Date to the date that is 30 days prior to the Revolving Loan Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, and to amend or renew Letters of Credit previously issued by itthem, in each case in accordance with subsections 3.2(c3.02(c) and 3.2(d3.02(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersBorrower; provided, however, that the L/C Lender Issuing Banks shall not be obligated to Issue, and no Lender Bank shall be obligated to participate in, any Letter of Credit if if, as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility Lenders, (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Facility B Revolving Loans of such Revolving exceeds the combined Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility CommitmentB Commitments, or (32) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' ability of the Borrower to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 3.01 The Letter of Credit SubfacilityFacility. ----------------------------- (a) On the terms and conditions set forth herein, herein (i) the L/C Lender Issuing Bank agrees, (A) from time to time on any Business Day during the period from the Closing Date to permit the Termination Date to issue Letters AGI IRB Letter of Credit (including irrevocable standby letters of credit) to become an obligation under and be deemed to have been issued under this Agreement for the account of any Revolving Borrower (orAGI in the amount and to the beneficiary as set forth on Exhibit G hereto, if a Letter of Credit is for and subject to the account of a Subsidiary, jointly for the account satisfaction of the applicable Revolving Borrower and such Subsidiary)conditions in --------- Section 5.02, or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, and to amend or renew Letters the AGI IRB Letter of Credit previously issued by it, in accordance with subsections 3.2(c------------ Sections 3.02(c) and 3.2(d(d), and (B) to honor properly drawn drafts under the Letters AGI IRB Letter of ---------------- - Credit; and (ii) the Revolving Facility L/C Lenders severally agree to participate in Letters of Credit Issued for the accounts of the Revolving Borrowers (including any AGI IRB Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersCredit; provided, however, provided that the L/C Lender Issuing Bank shall not be obligated to -------- Issue, and no L/C Lender shall be obligated to participate in, any the AGI IRB Letter of Credit if if, as of the date Issuance Date of Issuance of such the AGI IRB Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary)Credit, (1) the Effective Amount of all L/C Obligations (other than Subsidiary exceeds the combined L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility L/C Lenders, (2) the participation of such Revolving Facility any L/C Lender in the Effective Amount of all L/C Obligations (other than Subsidiary of such L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving Loans of Lender exceeds such Revolving Facility Lender, plus such Revolving Facility L/C Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, L/C Commitment or (3) the Effective Amount of all AGI L/C Obligations exceeds the AGI L/C Commitment, (II) with respect to any Letter of Credit Issued for Sublimit. The parties hereto acknowledge and agree that the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such AGI IRB Letter of Credit is requested for Issuance prior to not being reissued on the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limitsDate, and subject that as such it will be deemed to be a continuing obligation of AGI hereunder and that this Agreement will henceforth constitute, among other things, an amendment and restatement of the other terms AGI Reimbursement Agreement for purposes of the AGI Bond Documents and conditions hereof, the Borrowers' ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers may, during the foregoing period, obtain Letters of Credit to supersede and replace Letters of Credit which have expired or which have been drawn upon and reimbursedsuch Reimbursement Agreement in its entirety.

The Letters of Credit. 3.1. The Letter of Credit Subfacility. (ai) On Subject to the terms and conditions set forth herein, (i1) the each L/C Lender Issuer agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.03, (Ax) from time to time on any Business Day during the period from the Closing Date until the Letter of Credit Expiration Date applicable to Letters of Credit issued under the Termination Date Revolving Credit Facility, to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary)(provided, or, if such L/C Lender is a Swing Line Lender, that any Letter of Credit may be for the account benefit of any Subsidiary of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, Borrower) and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(dSection 2.03(b), and (By) to honor properly drawn drafts under the Letters of Credit; Credit and (ii2) the Revolving Facility Credit Lenders severally agree to participate in Letters of Credit Issued for the accounts of the Revolving Borrowers (including issued pursuant to this Section 2.03; provided that no L/C Issuer shall be obligated to make any L/C Credit Extension with respect to any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line Borrowers; provided, however, that the L/C Lender shall not be obligated to IssueCredit, and no Lender shall be obligated to participate in, in any Letter of Credit Credit, if as of the date of Issuance of such Letter of L/C Credit (Extension the "Issuance Date") (I) with respect to any Issuance for the account Revolving Credit Exposure of any Lender would exceed such Lender’s Revolving Borrower (Credit Commitment or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Outstanding Amount of all the Revolving L/C Obligations (other than Subsidiary L/C Obligations, except those of would exceed the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility Lenders, (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line BorrowerSublimit. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Borrower’s ability to obtain Letters of Credit shall be fully revolving, and, accordingly, and accordingly the Borrowers Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which that have expired or which that have been drawn upon and reimbursed.

The Letters of Credit. 3.11. The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, herein (i) the L/C Issuing Lender agrees, (A) from time to time on any Business Day during the period from the Closing Date to the Revolving Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansCompany, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersCompany; provided, however, that the L/C Issuing Lender shall not be obligated to Issue, and no Revolving Lender shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility lesser of (i) the Commitments of all Revolving Facility Lendersor (ii) the Borrowing Base, (2) the participation of such any Revolving Facility Lender in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) Lender exceeds such Revolving Facility Lender's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Company's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. The Letter of Credit Subfacility. (a) On the terms and subject to the conditions set forth hereinherein and as a subfacility of the Facility C Commitment, (i) the L/C Lender agreesIssuing Banks agree, (A) from time to time on any Business Day during the period from the Closing Restatement Effective Date to the date that is 30 days prior to the Revolving Loan Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line Loans, Sxxxxxxx and to amend or renew Letters of Credit previously issued by itthem, in each case in accordance with subsections 3.2(c3.02(c) and 3.2(d3.02(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersSxxxxxxx; provided, however, that the L/C Lender Issuing Banks shall not be obligated to Issue, and no Lender Bank shall be obligated to participate in, any Letter of Credit if if, as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility Lenders, (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/Facility C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount Effective Amount of all outstanding Swing Line Swingline Loans (including exceeds the Assumed Swing Line Loan Amount) exceeds such Revolving combined Facility Lender's Revolving Facility CommitmentC Commitments, or (32) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' ability of the Borrower and Sxxxxxxx to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Borrower and Sxxxxxxx may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 3.01 The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, herein (i) the L/C Lender Issuer agrees, (A) from time to time on any Business Day Day, during the period from the Closing Date to the day which is five days prior to the Revolving Termination Date Date, to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary)Company in an aggregate Stated Amount in Dollars or any Offshore Currency at any one time that, orthe Dollar Equivalent of which, if such together with the aggregate Dollar Equivalent of the Stated Amount of all other outstanding Letters of Credit issued pursuant hereto, does not exceed the L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansCommitment, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c3.02(c) and 3.2(d3.02(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersCompany; provided, however, that the L/C Lender Issuer shall not be obligated to Issue, and no Revolving Lender shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Dollar Equivalent of the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of all Revolving Loans and of all Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Aggregate Revolving Facility Commitments of all Revolving Facility LendersLoan Commitment, (2) the participation of such Revolving Facility any Lender in the Dollar Equivalent of the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of the Revolving Loans of such Revolving Facility Lender, plus Lender and such Revolving Facility Lender's Pro Rata Revolving Share of the Dollar Equivalent amount of all any outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Company's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 3.1 The Letter of Credit Subfacility. (a) On the terms and conditions set -------------------------------- forth herein, herein (i) the L/C Lender Issuing Bank agrees, (A) from time to time on any Business Day during the period from the Closing Date to the Revolving Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansBorrower, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(d), in an aggregate Dollar Equivalent Amount not to exceed at any time the L/C Commitment and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersBorrower; provided, however, that the L/C Lender Issuing Bank shall not be obligated to Issue, and no Lender -------- Bank shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the ------------- Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility LendersCommitments, (2) the participation of such Revolving Facility Lender any Bank in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) Bank exceeds such Revolving Facility LenderBank's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Borrower's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 4.1 The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, (i) the L/C Issuing Lender agrees, (A) from time to time time, on any Business Day during the period from the Closing Date to the Revolving Termination Date Date, to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansCompany, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c4.2(c) and 3.2(d(d), and (B) to honor properly drawn drafts under the Letters of CreditCredit issued by it; and (ii) the Revolving Facility Lenders severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersCompany; provided, however, provided that the L/C Issuing Lender shall not be obligated to Issue, and no Lender shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding aggregate principal Dollar Equivalent amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the amount of the combined Revolving Facility Commitments of all Revolving Facility Lenders, Commitments; (2) the participation of such Revolving Facility Lender in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount of the Revolving U.S. Dollar Loans of such Revolving Facility Lender, Lender plus such Revolving Facility Lender's Pro Rata Share of the aggregate outstanding principal Dollar Equivalent amount of all outstanding Swing Line Canadian Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, ; or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Company's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 3.1 The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, herein (i) the L/C Lender Issuing Bank agrees, (A) from time to time on any Business Day during the period from the Closing Date to the Revolving Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansBorrower, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(d), and (B) to honor properly drawn drafts under the Letters of Credit; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersBorrower; provided, however, that the L/C Lender Issuing Bank shall not be obligated to Issue, and no Lender Bank shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the account of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of all Revolving Loans and Swing Line plus the Effective Amount of all Swingline Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility LendersCommitments, (2) the participation of such Revolving Facility Lender any Bank in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds such Revolving Facility Lender's Revolving Facility Commitment, or (3) the Effective Amount of all Swingline Loans of such Bank exceeds such Bank's Commitment, or (3)the Effective Amount of L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Borrower's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Borrower may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired or which have been drawn upon and reimbursed.

The Letters of Credit. 3.1. 3.1 The Letter of Credit Subfacility. (a) On the terms and conditions set forth herein, herein (i) the L/C Lender Issuing Bank agrees, (A) from time to time on any Business Day during the period from the Closing Date to the Revolving Termination Date to issue Letters of Credit (including irrevocable standby letters of credit) for the account of any Revolving Borrower (or, if a Letter of Credit is for the account of a Subsidiary, jointly for the account of the applicable Revolving Borrower and such Subsidiary), or, if such L/C Lender is a Swing Line Lender, for the account of the Subsidiary Swing Line Borrower to whom it makes Swing Line LoansCompany, and to amend or renew Letters of Credit previously issued by it, in accordance with subsections 3.2(c) and 3.2(d), and (B) to honor properly drawn drafts under the Letters of CreditCredit and Time Drafts; and (ii) the Revolving Facility Lenders Banks severally agree to participate in Letters of Credit Issued for the accounts account of the Revolving Borrowers Company (including any Letter of Credit issued jointly for the account of a Revolving Borrower and any Subsidiary) or the Subsidiary Swing Line BorrowersTime Drafts which have been accepted); provided, however, that the L/C Lender Issuing Bank shall not be obligated to Issue, and no Lender Bank shall be obligated to participate in, any Letter of Credit if as of the date of Issuance of such Letter of Credit (the "Issuance Date") (I) with respect to any Issuance for the and after taking into account all repayment of any Revolving Borrower (or jointly for the account of a Revolving Borrower and a Subsidiary), Loans received on such date (1) the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of all Revolving Loans and Swing Line Loans (including the Assumed Swing Line Loan Amount) exceeds the combined Revolving Facility Commitments of all Revolving Facility LendersCombined Commitment, (2) the participation of such Revolving Facility Lender any Bank in the Effective Amount of all L/C Obligations (other than Subsidiary L/C Obligations, except those of plus the UK Swing Line Borrowers), plus (without duplication) the outstanding principal Dollar Equivalent amount Effective Amount of the Revolving Loans of such Revolving Facility Lender, plus such Revolving Facility Lender's Pro Rata Share of the Dollar Equivalent amount of all outstanding Swing Line Loans (including the Assumed Swing Line Loan Amount) Bank exceeds such Revolving Facility LenderBank's Revolving Facility Commitment, or (3) the Effective Amount of all L/C Obligations exceeds the L/C Commitment, (II) with respect to any Letter of Credit Issued for the account of UK Borrower (or jointly for the account of UK Borrower and any of its Subsidiaries), such Letter of Credit is requested for Issuance prior to the Safeline Closing Date or the Effective Amount of all L/C Obligations of Letters of Credit Issued for the account of UK Borrower (unless Issued jointly for the account of UK Borrower and a Borrower), plus (without duplication) the outstanding principal Dollar Equivalent amount of all Revolving Loans of UK Borrower exceeds 20.0 million Pounds Sterling or (III) with respect to any Issuance for the account of any Subsidiary Swing Line Borrower (unless such Issuance is jointly for the account of such Subsidiary Swing Line Borrower and a Borrower), the Subsidiary L/C Effective Amount of all Subsidiary L/C Obligations of such Subsidiary Swing Line Borrower, plus the Subsidiary Currency Amount of all Swing Line Loans then outstanding of such Subsidiary Swing Line Borrower exceeds the Subsidiary Swing Line Borrower Sublimit of such Subsidiary Swing Line Borrower. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers' Company's ability to obtain Letters of Credit shall be fully revolving, and, accordingly, the Borrowers Company may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit which have expired expired, been terminated or which have been drawn upon and reimbursed.