Common use of Cash Collateralization Clause in Contracts

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/350% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qSection 2.03(q), the Borrower shall immediately promptly within three (3) Business Days deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105102% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fSection 8.01(f) of Section 8.01or 8.01(g). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately promptly within three (3) Business Days deposit into the Collateral Account an amount in cash equal to 105102% of such the total L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys Cash Collateral in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/350% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 8.01(h) or (i), on the Business Day that or (ii) in the Borrower case of any other Event of Default, on the third Business Day, in each case, following the date on which the Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower Borrowers shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to a Borrower described in clause (h) or (i) of Section 8.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In additionAt any time that there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or any Issuing Bank (with a copy to the Administrative Agent) the Borrowers shall Cash Collateralize the Issuing Banks’ Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.22(a)(iv) and without limiting the foregoing or clause (dany Cash Collateral provided by such Defaulting Lender) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) not less than the Minimum Collateral Amount. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Company, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrowers, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waivedwaived or the termination of the Defaulting Lender status, as applicable.

Cash Collateralization. (i) If any Event of Default under paragraph (a), (b), (h) or (i) of Section 7.01 shall occur and be continuing, on the Business Day that on which the Parent Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower Borrowers shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount of cash in cash dollars equal to 105% the portions of the total L/C Obligations LC Exposure attributable to Letters of Credit, as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause paragraph (fh) or (i) of Section 8.017.01. Such The Borrowers also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after the expiration date specified in said clause (dgiving effect to Section 2.22(a)(iv)), then promptly upon the Borrower request of the Administrative Agent, the Issuing Bank or the Swingline Lender, the Borrowers shall immediately deposit into deliver to the Collateral Account Administrative Agent cash collateral in an amount in sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s Borrowers risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower Borrowers under this AgreementAgreement in accordance with the terms of the Loan Documents. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrowers within three Business Days after all Events of Default have been cured or waived or after the termination of Defaulting Lender status, as applicable. If the Borrowers are required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3as and to the extent that, after giving effect to such return, the Borrowers would remain in compliance with Section 2.11(b) Business Days after all Events and no Event of Default shall have been cured or waivedoccurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Credit Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)clause, the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Company described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Company under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03Section, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Company shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that continuing and the Borrower receives notice from the Administrative Agent or the Required Revolving Majority Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qSection 2.08(j), or (ii) the Borrower is required to pay to the Administrative Agent the excess attributable to an LC Exposure in connection with any prepayment pursuant to Section 3.04(c), then the Borrower shall immediately deposit into deposit, in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% to, in the case of an Event of Default, the total L/C Obligations LC Exposure, and in the case of a payment required by Section 3.04(c), the amount of such excess as provided in Section 3.04(c), as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower or any Restricted Subsidiary described in clause (fSection 10.01(h) or Section 10.01(i). The Borrower hereby grants to the Administrative Agent, for the benefit of the Issuing Bank and the Lenders, an exclusive first priority and continuing perfected security interest in and Lien on such account and all cash, checks, drafts, certificates and instruments, if any, from time to time deposited or held in such account, all deposits or wire transfers made thereto, any and all investments purchased with funds deposited in such account, all interest, dividends, cash, instruments, financial assets and other Property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing, and all proceeds, products, accessions, rents, profits, income and benefits therefrom, and any substitutions and replacements therefor. The Borrower’s obligation to deposit amounts pursuant to this Section 8.012.08(j) shall be absolute and unconditional, without regard to whether any beneficiary of any such Letter of Credit has attempted to draw down all or a portion of such amount under the terms of a Letter of Credit, and, to the fullest extent permitted by applicable law, shall not be subject to any defense or be affected by a right of set-off, counterclaim or recoupment which the Borrower or any of its Subsidiaries may now or hereafter have against any such beneficiary, the Issuing Bank, the Administrative Agent, the Lenders or any other Person for any reason whatsoever. Such deposit shall be held by the Administrative Agent as collateral for securing the payment and performance of the Borrower’s and the Guarantor’s obligations of the Borrower under this AgreementAgreement and the other Loan Documents. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interestaccount. Interest or profits, if any, on such investments deposit shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)accelerated, be applied to satisfy other obligations of the Borrower and the Guarantors under this AgreementAgreement or the other Loan Documents. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, and the Borrower is not otherwise required to pay to the Administrative Agent the excess attributable to an LC Exposure in connection with any prepayment pursuant to Section 3.04(c), then such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the U.S. Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qparagraph or if a Borrower is required to cash collateralize Letters of Credit pursuant to Section 2.09(d), the each Borrower shall immediately deposit into an account in one or more accounts which shall by established and maintained on at such time by the books and records Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Revolving Lenders, the Issuing Banks, an amount in cash in the currency in which the applicable Revolving LC Exposure is denominated equal to 105% of the total L/C Obligations Revolving LC Exposure as of such date plus any accrued and unpaid interest fees thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit cash collateral shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default described in Section 7.01(f) or (g) with respect to the Borrower described in clause (f) of Section 8.01U.S. Borrower. Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, Agreement with respect to such LC Exposure and without limiting shall be invested in short term cash equivalents selected by the foregoing or clause Agent in its sole discretion (d) of this Section 2.03, if any L/C Obligations remain outstanding after it being understood that the expiration date specified Agent shall in said clause (d), no event be liable for the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% selection of such L/C Obligations cash equivalents or for investment losses with respect thereto, including losses incurred as a result of the liquidation of such date plus any accrued and unpaid interest thereon. (ii) cash equivalents prior to stated maturity). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at with the option and sole discretion of the Administrative Agent Agent’s consent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure, as applicable, at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreementtime. If the any Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower promptly and in any event within three (3) Business Days after all Events of Default have been cured or waived. If any Borrower is required to provide an amount of cash collateral hereunder, such amount (to the extent not applied as aforesaid) shall be returned to such Borrower as and to the extent that, after giving effect to such return, no Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in Dollars in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kindthat, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.017.01, the obligation to deposit such cash collateral shall become effective immediately, and such deposit shall become immediately due and payable in Dollars, without demand or other notice of any kind. Such The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 2.11(b). Each such deposit pursuant to this paragraph or pursuant to Section 2.11(b) shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default under clause (a), (b), (h) or (i) of Section 7.01 shall occur and be continuing, on the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50.0% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this clause (q)paragraph, the Borrower Borrowers shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Issuing Banks and the Lenders, an amount of cash in cash dollars equal to 105103% of the total L/C Obligations Dollar Equivalent of the portions of the LC Exposure attributable to Letters of Credit, as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause (fh) or (i) of Section 8.017.01. Such The Borrowers also shall deposit Cash Collateral pursuant to this paragraph as and to the extent required by Section 2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after the expiration date specified in said clause (dgiving effect to Section 2.22(a)(iv)), then promptly upon the Borrower request of the Administrative Agent, any Issuing Bank or the Swingline Lender, the Borrowers shall immediately deposit into deliver to the Administrative Agent Cash Collateral Account in an amount in cash equal sufficient to 105% of cover such L/C Obligations as of such date plus Defaulting Lender Fronting Exposure (after giving effect to any accrued and unpaid interest thereon. (ii) Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s Borrowers risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50.0% of the total L/C Obligationsaggregate LC Exposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower Borrowers under this AgreementAgreement in accordance with the terms of the Loan Documents. If the Borrower is Borrowers are required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waivedwaived or after the termination of Defaulting Lender status, as applicable. If the Borrowers are required to provide an amount of Cash Collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrowers as and to the extent that, after giving effect to such return, the Borrowers would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuingexists, then on the Business Day that the Borrower receives notice from the Administrative Agent or at the direction of the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral collateral pursuant to this clause paragraph (qj), upon such demand, the Borrower shall immediately deposit into deposit, in an account established and maintained on designated by the books and records Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders (the “LC Collateral Account”) ), an amount in cash Cash equal to 105101% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, (minus the amount then on deposit in the LC Collateral Account); provided that the obligation to deposit such Cash Collateral collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in Section 7.01(f) or (g). (ii) Any such deposit under clause (fi) of Section 8.01. Such deposit above shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of Secured Obligations in accordance with the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) provisions of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (dj), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account, and the Borrower hereby grants the Administrative Agent, for the benefit of the Secured Parties, a First Priority security interest in the LC Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), Required Revolving Lenders) be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is required to provide an amount of Cash Collateral collateral hereunder as a result of the occurrence of an Event of Default, such amount (together with all interest and other earnings with respect thereto, to the extent not applied as aforesaid) shall be returned to the Borrower within promptly but in no event later than three (3) Business Days after all Events such Event of Default have has been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsExposure) demanding the deposit of Cash Collateral pursuant to this clause (q)paragraph, the Borrower Company shall immediately deposit into in an account established and maintained on with the books and records Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105103% of the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Company described in clause (f) or (g) of Section 8.018. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Company under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements any drawing under a Letter of Credit issued thereby for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations Exposure representing 66-2/3greater than 50% of the total L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default (subject to Section 7.01), on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default (subject to Section 7.01), on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any an Event of Default shall occur and be continuing, on the Business Day that continuing and the Borrower receives notice from the Administrative Agent or the Required Revolving Majority Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent, which account may be a “securities account” (within the meaning of Section 8-501 of the Uniform Commercial Code as in effect in the State of New York), in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause paragraph (fe) or (i) of Section 8.019. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d)under this Agreement, and for this purpose the Borrower shall immediately deposit into hereby grants a security interest to the Collateral Account an amount Administrative Agent for the benefit of the Lenders in cash equal to 105% such collateral account and in any financial assets (as defined in the Uniform Commercial Code as in effect in the State of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (iiNew York) or other property held therein. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Lender for L/C Disbursements Obligations for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for in respect of the other L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)Issuing Lender, be applied to satisfy other obligations of Obligations; provided, however, that the Borrower under this Agreement. If the Borrower is required shall be entitled to provide an amount of Cash Collateral hereunder all deposits in such account at such time as a result of the occurrence of an no Event of Default, such amount (to the extent not applied as aforesaid) Default shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedthen exist.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 8.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 8.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In additionAt any time that there shall exist a Defaulting Lender, and without limiting within one Business Day following the foregoing written request of the Administrative Agent or clause any Issuing Bank (dwith a copy to the Administrative Agent) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into Cash Collateralize the Issuing Banks’ Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.22(a)(iv) and any Cash Collateral Account provided by such Defaulting Lender) in an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) not less than the Minimum Collateral Amount. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedwaived or the termination of the Defaulting Lender status, as applicable.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Representative receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the any Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.16, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the each Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the joint and several reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Representative within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders (the “Cash Collateral Account”) ), an amount in cash equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Article VII. (ii) If an Auto-Extension Letter of Credit (or any other Letter of Credit, regardless of whether such Letter of Credit would be permitted hereunder) has an expiry date after the fifth Business Day prior to the Maturity Date, the Borrower shall, on such Business Day, deposit in the Cash Collateral Account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash equal to the Outstanding Amount of such Letter of Credit plus any accrued and unpaid interest thereon. (iii) If, as of the last occurring Maturity Date, any Letter of Credit may for any reason remain outstanding and partially or wholly undrawn, the Borrower shall, upon the request of the Administrative Agent (made at the request of the Required Lenders), immediately cause the amount of cash on deposit with the Administrative Agent in the Cash Collateral Account to equal at least 103% of the Outstanding Amount of all Letters of Credit determined as of the last occurring Maturity Date. (iv) Deposits required under this Section 8.01. Such deposit 2.06(j) shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the such Cash Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the such Cash Collateral Account. Moneys in the such Cash Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Defaultcash collateral under clause (i) above, such amount (to the extent not applied as aforesaidaforesaid and to the extent such amount is not applied to the cash collateral requirement set forth in the second sentence of this Section 2.06(j)) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has have been acceleratedaccelerated pursuant to Section 8.02, Revolving Lenders with L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsExposure) demanding the deposit of Cash Collateral pursuant to this clause paragraph, or (q)ii) at any time, the Letter of Credit Usage exceeds the Letter of Credit Sublimit, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105103% of the total L/C Obligations Exposure (less the Collateralized Letter of Credit Usage) as of such date in Dollars plus any accrued and unpaid interest thereonthereon (or, in the case of clause (ii), an amount in cash equal to 103% of such excess); provided that the obligation to deposit such Cash Collateral shall become effective immediatelyupon notice from the Administrative Agent to the Borrower, provided, further, that the obligation to deposit such Cash Collateral shall become effective immediately and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) or (g) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Obligations with respect to the Non-Collateralized Letters of the Borrower under this AgreementCredit. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Lenders for L/C Disbursements any drawing under a Letter of Credit for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, if the maturity of the Loans has have been accelerated pursuant to Section 8.02 (but subject to the consent of Lenders with L/C Obligations Exposure representing 66-2/3greater than 50% of the total L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Principal ▇▇▇▇▇▇▇▇ receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105100% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon; provided, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105100% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the each Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the any Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in Dollars in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.017.01, the obligation to deposit such cash collateral shall become effective immediately, and such deposit shall become immediately due and payable in Dollars, without demand or other notice of any kind. Such The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 2.11(b). Each such deposit pursuant to this paragraph or pursuant to Section 2.11(b) shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on continuing and the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately Company shall, within three (3) Business Days after receipt by the Company of such notice, deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Revolving Lenders, an amount in cash equal to 105% the Dollar Amount of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that (i) the portions of such amount attributable to undrawn Foreign Currency Letters of Credit or LC Disbursements in a Foreign Currency that the Company is not late in reimbursing shall be deposited in the applicable Foreign Currencies in the actual amounts of such undrawn Letters of Credit and LC Disbursements and (ii) the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Company described in clause (fh) or (i) of Section 8.01Article VII. For the purposes of this paragraph, the Foreign Currency LC Exposure shall be calculated using the applicable Exchange Rate on the date notice demanding cash collateralization is delivered to the Company. The Company also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Sections 2.06(c) and 2.11(b). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest or profits earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made at the option and sole discretion of the Company (if approved by the Administrative Agent in its sole discretion) and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse any applicable Issuing Bank (ratably in the L/C Issuer case of more than one Issuing Bank) for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower Company is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Defaultcash collateral hereunder, such amount and all interest and profits thereon (to the extent not applied as aforesaid) shall be returned to the Borrower Company (A) if provided as a result of the occurrence of an Event of Default, within three (3) Business Days after all Events of Default have been cured or waived, and (B) if provided pursuant to Section 2.11(b), within three Business Days after cover for LC Disbursements pursuant to Section 2.11(b) is no longer necessary to eliminate the excess referred to therein.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3more than 50% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3more than 50% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that other than an event with respect to the Borrower receives described in Section 7.01(g) or (h) and the Borrower shall receive notice from the Administrative Agent or the Required Revolving Lenders Lenders, requesting that it deposit Cash Collateral and specifying the amount to be deposited, or (orii) an Event of Default shall occur and be continuing with respect to the Borrower described in Section 7.01(g) or (h) then the Borrower shall, if on the maturity Business Day it receives the notice referenced in clause (i) above or immediately upon the occurrence of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% Event of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this Default referenced in clause (q)ii) above, the Borrower shall immediately deposit into in an account established and maintained on the books and records of with the Administrative Agent (for the “Collateral Account”) benefit of each Applicable Issuing Bank and the Lenders, an amount in cash equal to 105% of the total L/C Obligations Exposure as of such date plus date. At any accrued time that there shall exist a Defaulting Lender, after reallocation pursuant to Section 2.23(c), promptly upon the request of the Administrative Agent or an Issuing Bank (which request may be condition to issuance amendment, renewal or extension of a Letter of Credit), the Borrower shall deliver to the Administrative Agent, for the benefit of each Applicable Issuing Bank and unpaid interest thereonthe Lenders, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect in an amount equal to the Borrower described in clause Fronting Exposure at such time (fdetermined for the avoidance of doubt, after giving effect to Section 2.23(a) of Section 8.01and any Cash Collateral provided by any Defaulting Lender). Such deposit deposits shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. The Borrower hereby pledges to the Administrative Agent and grants the Administrative Agent a security interest in the L/C Cash Collateral Account, whenever established, all funds held in such L/C Cash Collateral Account from time to time, and all proceeds thereof as security for the payment of the Obligations. Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseAgent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. The Administrative Agent may, at any time and from time to time after the initial deposit of such Cash Collateral, request that additional Cash Collateral Accountbe provided in order to protect against the results of exchange rate fluctuations. Moneys in the Collateral Account such account shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer Applicable Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)accelerated, be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure shall be released promptly following (A) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by any Defaulting Lender ceasing to be a Defaulting Lender or ceasing to be a Lender) or (B) the Administrative Agent’s good faith determination that there exists excess Cash Collateral; provided, however, that Cash Collateral furnished by or on behalf of a Loan Party shall not be released during the continuance of an Event of Default and may be otherwise applied in accordance with Section 7.06.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Lead Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C ObligationsRequired Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the relevant Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Lead Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the relevant Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Lead Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Lead Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the relevant Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsRequired Lenders), be applied to satisfy other obligations of the relevant Borrower under this Agreement. If the relevant Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the relevant Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, the Borrowers shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity thereof and of the Loans has been acceleratedamount to be deposited, Revolving Lenders deposit in an account (or accounts) with L/C Obligations representing at least 66-2/3% the Collateral Agent, for the benefit of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)Revolving Credit Lenders, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal necessary to 105% of Cash Collateralize the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01date. Such deposit deposits shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the The Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account (or accounts). Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseCollateral Agent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account (or accounts) shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsRequired Lenders), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Tranche Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph (qo), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Cash Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the any Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause paragraph (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (d), the Borrower Borrowers shall immediately deposit into the Cash Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Cash Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Cash Collateral Account. Moneys in the Cash Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Borrowing Agent receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral Collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements Borrowings for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-66 2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total Outstanding Amount of all L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of the Outstanding Amount of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the such Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105102% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the such Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the applicable Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105102% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the applicable Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the such Borrower under this Agreement. If the applicable Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, the Borrower shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing at least 66-2/3greater than 50% of the total L/C Obligationsaggregate undrawn amount of all outstanding Letters of Credit) demanding thereof and of the amount to be deposited, deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, for the benefit of the Administrative Agent (the “Collateral Account”) Lenders, an amount in cash equal to 105% of the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereonin the currency of the L/C Exposure or, if denominated in an Alternative Currency, at the option of the applicable Issuing Bank or the Borrower, in Dollars in an amount equal to the Dollar Equivalent of such amount to be deposited, provided that the obligation to deposit such Cash Collateral shall cash will become effective immediately, and such deposit shall will become immediately due and payablepayable in immediately available funds, without demand or other notice of any kind, upon the occurrence of any an Event of Default with respect to the Borrower described in clause (fSection 8.01(f) of or Section 8.018.01(g). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such depositsdeposits in Cash Equivalents, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseAgent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing 66-2/3greater than 50% of the total L/C Obligationsaggregate undrawn amount of all outstanding Letters of Credit), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Opco Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3greater than 50% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qo), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the any Borrower described in clause (f) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.06, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/350% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the any Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Opco Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (iIf required pursuant to Section 2.22(b) If or if any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 8.01(h) or (i), on the Business Day that or (ii) otherwise, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Majority Lenders with respect to each of the Revolving Facility and the Synthetic L/C Obligations representing at least 66-2/3% of the total L/C ObligationsFacility) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into an in a separate account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total aggregate L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereonthereon or, provided as applicable, the amount required pursuant to Section 2.22(b); provided, that (i) the portions of such amount attributable to undrawn Alternative Currency Letters of Credit or L/C Disbursements in an Alternative Currency that the Borrower is not late in reimbursing shall be deposited in the applicable Alternative Currencies in the actual amounts of such undrawn Letters of Credit and L/C Disbursements and (ii) upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 8.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Majority Lenders with respect to each of the Revolving Facility and the Synthetic L/C Obligations representing 66-2/3% of the total L/C ObligationsFacility), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.22(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after Section 2.22(b) no longer requires the provision of such cash collateral.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Revolving Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3greater than 50% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qo), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.06, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations representing 66-2/350% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/350.1% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/350.1% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Credit Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default pursuant to clauses (b), (c), (g) or (h) of Article VII shall occur and be continuing, or the maturity of the Loans has been accelerated and/or the Commitments have been terminated, the Borrower shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Majority Revolving Lenders (or, if the maturity thereof and of the Loans has been acceleratedamount to be deposited, Revolving deposit in an account with the Administrative Agent, for the ratable benefit of the Issuing Banks and the Lenders with Revolving L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)Exposure, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such date. Such deposit shall become immediately due and payable, without demand or other notice of any kindbe held, upon the occurrence of any such Event of Default, and for so long as such Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held is continuing, by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower with respect to Letters of Credit under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such depositsdeposits in Cash Equivalents, which investments shall be made at the option and sole discretion of by the Administrative Agent in accordance with its internal policies applied to transactions of the size and at nature provided for in the Borrower’s risk and expenseLoan Documents, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Upon the Collateral Account. Moneys occurrence and during the continuance of an Event of Default pursuant to clauses (b), (c), (g) or (h) of Article VII, or acceleration of the maturity of the Loans, and/or termination of the Commitments, moneys in the Collateral Account such account shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsMajority Revolving Lenders), be applied to satisfy other obligations of the Borrower under this AgreementGuaranteed Obligations hereunder. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence and during the continuance of an Event of DefaultDefault pursuant to clauses (b), (c), (g) or (h) of Article VII, or acceleration of the maturity of the Loans and/or termination of the Commitments, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all such Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, (ii) Excess Availability under the Facility shall at any time be less than zero or (iii) if and to the extent required in accordance with the provisions of Section 2.07, 2.20 or 2.24, on the Business Day following the date that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, upon such demand, the Borrower shall immediately deposit into deposit, in an account established and maintained on or accounts with the books and records Administrative Agent(s), in the name of the Administrative Agent and for the benefit of the Revolving Lenders (the each, an “LC Collateral Account”) ), an amount in cash equal to 105102% of the total L/C Obligations LC Exposure under the Facility as of such date plus any accrued and unpaid interest thereon, date; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause Section 7.01(h) or (fi); provided, further, that such deposit may be required at times and in the amounts specified in Section 2.09(b) of Section 8.01and (c). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Loan Document Obligations in accordance with the provisions of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (dj), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account and the Borrower hereby grants the Administrative Agent a security interest in the LC Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower under this AgreementLoan Document Obligations. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (together with all interest and other earnings with respect thereto, to the extent not applied as aforesaid) shall be returned promptly to the Borrower within but in no event later than three (3) Business Days after all Events such Event of Default have has been cured or waived. If the Borrower fails to provide any cash collateral as required by this Section 2.24(j), the Lenders may (and, upon direction of the Administrative Agent, shall) advance, as Revolving Loans under the Facility, the amount of the cash collateral required (whether or not the Commitments have terminated, a Protective Advance or Overadvance exists or the conditions in Section 4.02 are satisfied).

Cash Collateralization. If (i) If there exists any LC Exposure on the Initial Maturity Date and the Maturity Date has not been extended pursuant to Section 2.21, (ii) any Event of Default shall occur and be continuing, then on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposures representing at least 66-2/3greater than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph, or (qiii) the Borrower is required to pay to the Administrative Agent the excess attributable to an LC Exposure pursuant to Section 2.21(b), then the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Issuing Banks and the Lenders, an amount in cash in the same currency in which the applicable Letter of Credit was denominated and equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest and fees thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.01Article VII. Such deposit shall be held by the Administrative Agent as As collateral security for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into hereby grants to the Collateral Account an amount Administrative Agent, for the benefit of each Issuing Bank and the Lenders, a first priority security interest in cash equal such account and all amounts and other property from time to 105% of time deposited or held in such L/C Obligations as of such date plus account, and all proceeds thereof, and any accrued substitutions and unpaid interest thereon. (ii) replacements therefor. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made in one or more types of Cash Equivalents at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse ratably the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of Lenders with L/C Obligations LC Exposures representing 66-2/3greater than 50% of the total L/C ObligationsLC Exposure and (ii) in the case of any such application at a time when any Lender is a Defaulting Lender (but only if, after giving effect thereto, the remaining cash collateral shall be less than the aggregate LC Exposure of all the Defaulting Lenders) the consent of each Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, and the Borrower is not otherwise required to pay to the Administrative Agent the excess attributable to an LC Exposure pursuant to Section 2.21(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.21, such portion of the cash collateral (to the extent not applied as aforesaid) shall be returned to the Borrower as promptly as practicable to the extent that the LC Exposure of the Issuing Banks is covered by the Commitments or the remaining cash collateral.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/375% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)clause, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03Section, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/375% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuingexists, then on the Business Day that the Borrower receives notice from the Administrative Agent or at the direction of the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral collateral pursuant to this clause paragraph (qj), upon such demand, the Borrower shall immediately deposit into deposit, in an interest-bearing account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders (the “LC Collateral Account”) ), an amount in cash Cash equal to 105103% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, (minus the amount then on deposit in the LC Collateral Account); provided that the obligation to deposit such Cash Collateral collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in Section 7.01(f) or (g). (ii) Any such deposit under clause (fi) of Section 8.01. Such deposit above shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of Secured Obligations in accordance with the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) provisions of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (dj), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account, and the Borrower hereby grants the Administrative Agent, for the benefit of the Secured Parties, a First Priority security interest in the LC Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), Required Revolving Lenders) be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is required to provide an amount of Cash Collateral collateral hereunder as a result of the occurrence of an Event of Default, such amount (together with all interest and other earnings with respect thereto, to the extent not applied as aforesaid) shall be returned to the Borrower within promptly but in no event later than three (3) Business Days after all Events such Event of Default have has been cured or waived.

Cash Collateralization. (i) If any Event of Default under paragraph (a), (b), (h) or (i) of Section 7.01 shall occur and be continuing, on the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders and the Issuing Banks, an amount of cash in cash dollars equal to 105105.0% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause paragraph (fh) or (i) of Section 7.01. The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 8.012.11(b). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the expiration date specified in said clause (d)request of the Administrative Agent or any Issuing Bank, the Borrower shall immediately deposit into deliver to the Collateral Account Administrative Agent cash collateral in an amount in cash equal to 105105.0% of the amount sufficient to cover such L/C Obligations as of such date plus Defaulting Lender Fronting Exposure (after giving effect to any accrued and unpaid interest thereon. (ii) cash collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time LC Exposure or, if the maturity of the Loans has been accelerated (but subject to the consent of the Issuing Banks and the Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedwaived or after the termination of Defaulting Lender status, as applicable. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 8.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 8.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders holding a majority of the Revolving Lenders Commitments (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% a majority of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)subsection, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause Section 8.01(j)(v) or (f) of Section 8.01k). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% at least a majority of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (iWith respect to all Letters of Credit outstanding at the time of the acceleration of the Revolving Obligations under Section 10.2(a) If or otherwise at any Event time after the Termination Date, the Borrowers shall at such time deposit in a cash collateral account established by or on behalf of Default the Agent sufficient funds to Collateralize the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall occur be under the sole dominion and be continuingcontrol of the Agent and applied by the Agent to the payment of drafts drawn under such Letters of Credit, on and the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (orbalance, if any, in such cash collateral account, after all such Letters of Credit shall have expired or been fully drawn upon shall be applied to repay the maturity other Obligations. After all such Letters of the Loans has Credit shall have expired or been accelerated, Revolving Lenders with L/C fully drawn upon and all Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)have been Paid in Full, the Borrower balance, if any, in such cash collateral account shall immediately deposit into an account established and maintained on be returned to the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal Borrowers or to 105% of the total L/C Obligations such other Person as of such date plus any accrued and unpaid interest thereon, may be lawfully entitled thereto; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kindthat, upon the occurrence of any Event of Default with respect to a Loan Party specified in Section 10.1(d), (i) the Borrower described in clause (f) obligation of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment each Lender to make Loans and performance any obligation of the obligations Letter of the Borrower under this Agreement. In additionCredit Issuer to make Letter of Credit Extensions shall automatically terminate, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent all Obligations (including, any Revolving Credit Termination Premium, any Delayed Draw Prepayment Premium and any MRE Prepayment Premium) shall have exclusive dominion automatically become immediately due and controlpayable, including and (iii) the exclusive right obligation of withdrawal, over the Collateral Account. Other than any interest earned on Borrowers to Collateralize the investment aggregate then undrawn and unexpired amount of such depositsLetters of Credit pursuant to Section 10.2(a)(iii) shall automatically become effective, which investments shall be made at the option and sole discretion in each case without further act of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedany Lender.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Revolving Facility Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. Notwithstanding anything to the contrary herein, in the event of the prepayment in full of all outstanding Revolving Facility Loans and the termination of all Revolving Facility Commitments by the Borrower pursuant to Section 2.08(b), the Borrower shall, and may provide cash collateral with respect to solely the portion of outstanding Revolving L/C Exposure allocated to the Revolving Facility for the benefit of the Revolving Facility Lenders.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fg) or (h) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause paragraph (d) of this Section 2.03Section, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, New Revolving Facility Lenders with New Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total New Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in Dollars in cash equal to 105% of the total New Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kindthat, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.017.01, the obligation to deposit such cash collateral shall become effective immediately, and such deposit shall become immediately due and payable in Dollars, without demand or other notice of any kind. Such The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 2.11(b). Each such deposit pursuant to this paragraph or pursuant to Section 2.11(b) shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the New Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of New Revolving Facility Lenders with New Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total New Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Credit Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qo), the Borrower shall immediately within one (1) Business Day deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Revolving Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% fifty percent (50%) of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qSection 2.03(q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereonMinimum Collateral Amount; provided, provided that that, the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fSection 8.01(f) of or Section 8.018.01(g). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately deposit into an account established and maintained on the Collateral Account books and records of the Administrative Agent an amount in cash equal to 105% of the Minimum Collateral Amount as collateral for such L/C Obligations as of such date plus any accrued and unpaid interest thereonObligations. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the any Cash Collateral Accountdeposited pursuant to this Section 2.03(q). Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the accounts into which such Cash Collateral Accountis deposited. Moneys in the Cash Collateral Account deposited pursuant to this Section 2.03(q) shall be applied by the Administrative Agent to reimburse the applicable L/C Issuer Issuers for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Revolving Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations representing 66-2/3% at least fifty percent (50%) of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders holding a majority of the Revolving Lenders Commitments (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)subsection, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.018.01(f). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/350% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/350% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C ObligationsRequired Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if Table of Contents the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 51% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph, (q)ii) a Change in Control shall occur, or (iii) any Letter of Credit (A) remains outstanding on the fifth Business Day prior to the Stated Maturity Date, or (B) is issued during the period commencing with such fifth Business Day and ending on the Business Day immediately preceding the Stated Maturity Date, the Borrower Company shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereonthereon (or in the case of any issuance of a Letter of Credit referred to in the foregoing clause (iii)(B), an amount in cash equal to the LC Exposure in respect of such Letter of Credit); provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon (A) the occurrence of any event described in the foregoing clauses (i), (ii) or (iii)(B) or (B) the occurrence of any Event of Default with respect to the either Borrower described in clause (fg) or (h) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this AgreementAgreement and the other Loan Documents. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, deposits (which investments shall be made at the option and sole discretion of the Administrative Agent Agent, but only in investments rated at least AA (or equivalent) by at least one nationally recognized rating agency, if such deposit has been made by reason of a Change in Control having occurred, or any Letter of Credit remaining outstanding on the Stated Maturity Date, and in any event at the BorrowerCompany’s risk and expense, ) such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account and may, subject to the Collateral Accountimmediately preceding sentence be reinvested from time to time. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 51% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower Borrowers under this AgreementAgreement and the other Loan Documents. If the Borrower Company is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived. If the Company is required to provide an amount of cash collateral hereunder as a result of any Letter of Credit remaining outstanding on the Stated Maturity Date, then such cash collateral or portion thereof shall be released promptly following: (i) the elimination of the applicable LC Exposure or (ii) the Administrative Agent’s good faith determination that there exists excess cash collateral.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the within one (1) Business Day that after the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations Obligation representing at least 66-2/3greater than 50% of the total L/C ObligationsObligation) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders (the “Collateral Account”) ), an amount in cash equal to 105100% of the total L/C Obligations Obligation as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.018.01(f). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause paragraph (dc) of this Section 2.03Section, if any L/C Obligations remain Obligation remains outstanding after the expiration date specified in said clause paragraph (dc), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105100% of such L/C Obligations Obligation as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuers for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, costs and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Obligation at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3greater than 50% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day day that the Borrower receives a request from an Issuing Bank or notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant referred to this clause (q)in Section 8.1, the Borrower shall immediately deposit into an in a deposit account established and maintained on in the books and records name of the Administrative Agent (Agent, for the “Collateral Account”) benefit of the Issuing Banks and the Lenders, an amount in cash Dollars equal to 105103% of the total L/C Obligations Letter of Credit Usage as of such date plus any accrued and unpaid interest thereon, date; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default specified in Section 8.1(f) or 8.1(g). The Borrower also shall deposit Cash Collateral in accordance with respect this Section 2.3(h) as and to the Borrower described in clause (fextent required by Section 2.13(e) of Section 8.01or 2.21. Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch deposit account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent with the Borrower’s consent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Funds in such account shall, notwithstanding anything to the Collateral Account. Moneys contrary in the Collateral Account shall Documents, be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C Disbursements honored drawings under Letters of Credit for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Letter of Credit Usage at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of Lenders with L/C Obligations representing 66-2/3% a Majority in Interest of the total L/C ObligationsRevolving Lenders and (ii) in the case of any such application at a time when any Revolving Lender is a Defaulting Lender (but only if, after giving effect thereto, the remaining Cash Collateral shall be less than the aggregate Fronting Exposure), the consent of each Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days promptly after all Events of Default have been cured or waivedwaived and the Administrative Agent shall have received a certificate from an Authorized Officer of the Borrower to that effect. If the Borrower is required to provide Cash Collateral pursuant to Section 2.13(e), such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, the Total Utilization of Revolving Commitments would not exceed the Total Revolving Commitments and no Default or Event of Default shall have occurred and be continuing. If the Borrower is required to provide Cash Collateral pursuant to Section 2.21, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, no Issuing Bank shall have any Fronting Exposure and no Default or Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day day that the Borrower receives notice a request from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant referred to this clause (q)in Section 8.1, the Borrower shall immediately deposit into an in a deposit account established and maintained on in the books and records name of the Administrative Agent (Agent, for the “benefit of the Issuing Banks and the Lenders, Cash Collateral Account”) in an amount in cash Dollars equal to 105102% of the total L/C Obligations Letter of Credit Usage as of such date plus any accrued and unpaid interest thereon, date; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default specified in Section 8.1(f) or 8.1(g). The Borrower also shall deposit Cash Collateral in accordance with respect this Section 2.3(h) as and to the Borrower described in clause (fextent required by Section 2.13(e) of Section 8.01or 2.21. Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch deposit account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Funds in such account shall, notwithstanding anything to the contrary in Section 2.15(f) or 2.16 or the Collateral Account. Moneys in the Collateral Account shall Documents, be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C Disbursements honored drawings under Letters of Credit for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Letter of Credit Usage at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of the Requisite Lenders with L/C Obligations representing 66-2/3% and (ii) in the case of any such application at a time when any Revolving 1095171012\7\AMERICAS Lender is a Defaulting Lender (but only if, after giving effect thereto, the total L/C Obligationsremaining Cash Collateral shall be less than the aggregate Fronting Exposure), the consent of each Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days promptly after all Events of Default have been cured or waivedwaived and the Administrative Agent shall have received a certificate from an Authorized Officer of the Borrower to that effect. If the Borrower is required to provide Cash Collateral pursuant to Section 2.13(e), such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, the Total Utilization of Revolving Commitments would not exceed the Line Cap. If the Borrower is required to provide Cash Collateral pursuant to Section 2.21, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, no Issuing Bank shall have any Fronting Exposure.

Cash Collateralization. If (i) If effective immediately, without demand or other notice of any kind, as of any expiration date of a Letter of Credit, such Letter of Credit may for any reason remain outstanding and partially or wholly undrawn, (ii) effective immediately, without demand or other notice of any kind, as of the occurrence of any Event of Default under paragraph (h) or (i) of Section 7.01, or (iii) any Event of Default under paragraph (a) or (b) of Section 7.01 shall occur and be continuing, on the Business Day that on which the Borrower receives notice from the Administrative Agent Agent, the applicable Issuing Bank or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Secured Parties, an amount of cash in cash dollars equal to 105% the portions of the total L/C Obligations LC Exposure attributable to Letters of Credit, as of such date plus any accrued and unpaid interest thereon, provided that the obligation . The Borrower also shall deposit cash collateral pursuant to deposit such Cash Collateral shall become effective immediately, this paragraph as and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of extent required by Section 8.012.11(b). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementAgreement and the other Loan Documents. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the expiration date specified in said clause (d)request of the Administrative Agent or the Issuing Bank, the Borrower shall immediately deposit into deliver to the Collateral Account Administrative Agent cash collateral in an amount in sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) collateral provided by the Defaulting Lender). The Administrative Agent (for the benefit of the Secured Parties) shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Notwithstanding anything to the Collateral Account. Moneys contrary set forth in the Collateral Account this Agreement, moneys in such account shall be applied by the Administrative Agent first to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, the balance shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all the Revolving Lenders), such balance shall be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedwaived or after the termination of Defaulting Lender status, as applicable. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Parent receives notice from the Administrative Agent or the Required Lenders holding a majority of the Revolving Lenders Commitments (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% a majority of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)subsection, the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.018.01(i). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% a majority of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, the Borrower shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing at least 66-2/3greater than 50% of the total L/C Obligations) demanding aggregate undrawn amount of all outstanding Letters of Credit thereof and of the amount to be deposited, deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, for the benefit of the Administrative Agent (the “Collateral Account”) Lenders, an amount in cash equal to 105% of the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01date. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account and, if so requested by the Collateral AccountBorrower, shall invest the deposits therein in Permitted Investments. Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseAgent, such deposits shall not bear interest. Interest interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing 66-2/3greater than 50% of the total L/C Obligationsaggregate undrawn amount of all outstanding Letters of Credit), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the applicable Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Credit Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the such Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the such Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the applicable Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the applicable Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the such Borrower under this Agreement. If the applicable Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Revolving Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Revolving Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Revolving Event of Default with respect to the Borrower Company described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Company under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Company shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations at such time or, if the maturity of the Revolving Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an a Revolving Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Revolving Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Revolving Credit Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into an account or accounts established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.017.1(f). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower in respect of the Revolving Credit Facility under this Agreement. In addition, and without limiting the foregoing or clause paragraph (d) of this Section 2.032.4, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date date, plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements Advances for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Revolving Credit Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), after satisfaction in full of any and all Obligations in respect of any issued and outstanding Letters of Credit or Unreimbursed Amounts, be applied to satisfy other obligations of the Borrower in respect of the Revolving Credit Facility under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.04, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur occurs and be is continuing, (a) in the case of an Event of Default described in Section 8.01(8) or (9), on the Business Day that Day, or (b) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph (q11), the Borrower shall immediately will deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Revolving Lenders, an amount in cash equal to be agreed between the Borrower and each applicable Issuing Bank (but in any event not to exceed 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, date); provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause Section 8.01(8) or (f) 9), the obligation to deposit such cash collateral will become effective immediately, and such deposit will become immediately due and payable, without demand or other notice of Section 8.01any kind. Such Each such deposit shall pursuant to this paragraph will be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall will have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall will be made at the option and sole discretion of (i) for so long as an Event of Default is continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Cash Equivalents and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall will not bear interest. Interest or profits, if any, on such investments shall will accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account shall such account will be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall will be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)Required Lenders, be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall will be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 51% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph, (q)ii) a Change in Control shall occur, or (iii) any Letter of Credit remains outstanding on the Stated Maturity Date, the Borrower Company shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Company described in clause (fg) or (h) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Company under this AgreementAgreement and the other Loan Documents as provided in this clause. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, deposits (which investments shall be made at the option and sole discretion of the Administrative Agent Agent, but only in investments rated at least AA (or equivalent) by at least one nationally recognized rating agency, if such deposit has been made by reason of a Change in Control having occurred, and in any event at the BorrowerCompany’s risk and expense, ) such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account and may, subject to the Collateral Accountimmediately preceding sentence be reinvested from time to time. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 51% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower Company under this AgreementAgreement and the other Loan Documents. If the Borrower Company is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the applicable Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the such Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the such Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the applicable Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the applicable Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the such Borrower under this Agreement. If the applicable Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived. If a Borrower shall have provided Cash Collateral in connection with a Letter of Credit with a stated expiration date after the Maturity Date pursuant to Section 2.03(d) above and such Letter of Credit no longer remains outstanding, then the Administrative Agent shall repay to the Company for the benefit of the applicable Borrower any remaining amounts held in the Collateral Account within five (5) Business Days. The obligations of the Administrative Agent under this Section 2.03(o) shall survive termination of the Aggregate Commitments and repayment of all other Obligations hereunder.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the US Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving the Required Class Lenders with L/C Obligations representing at least 66-2/3% in respect of the total L/C ObligationsRevolving Lenders, treated as a single Class) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the US Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the any Borrower described in clause (fSection 7.01(f) of or Section 8.017.01(g). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the US Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Notwithstanding the Collateral Account. Moneys terms of any Security Document, moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C Disbursements Obligations for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of a Required Class Lenders with in respect of the Revolving Lenders, treated as a single Class, and (ii) in the case of any such application at a time when any Revolving Lender is a Defaulting Lender (but only if, after giving effect thereto, the remaining cash collateral shall be less than the aggregate L/C Obligations representing 66-2/3% of all the total L/C ObligationsDefaulting Lenders), the consent of each Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the US Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the US Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the US Borrower is required to provide an amount of Cash Collateral hereunder pursuant to Section 2.11(e), then such amount (to the extent not applied as aforesaid) shall be returned to the US Borrower to the extent that, after giving effect to such return, the Total Revolving Exposure at such time would not exceed the Total Revolving Commitments then in effect and no Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% fifty percent (50%) of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qSection 2.03(q), the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereonMinimum Collateral Amount; provided, provided that that, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the any Borrower described in clause Section 8.01(g) or (f) of Section 8.01). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower Company shall immediately deposit into an account established and maintained on the Collateral Account books and records of the Administrative Agent an amount in cash equal to 105% of the Minimum Collateral Amount as collateral for such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the any Cash Collateral Accountdeposited pursuant to this Section 2.03(q). Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the accounts into which such Cash Collateral Accountis deposited. Moneys in the Cash Collateral Account deposited pursuant to this Section 2.03(q) shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% at least fifty percent (50%) of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower Company is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “L/C Collateral Account”) an amount in cash equal to 105102% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fg) or (h) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause paragraph (d) of this Section 2.03Section, if any L/C Obligations remain outstanding after the expiration date specified in said clause paragraph (d), the Borrower shall immediately deposit into the L/C Collateral Account an amount in cash equal to 105102% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the L/C Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the L/C Collateral Account. Moneys in the L/C Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) five Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the applicable Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the such Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the applicable Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrowers, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrowers, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the such Borrower under this Agreement. If the applicable Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives written notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qo), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations Guaranteed Obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuingcontinuing or if the Borrowers are required to provide cash collateral pursuant to Section 2.10(b) or if FCX gives written notice to the Administrative Agent that it elects to provide cash collateral for purposes of Section 6.14 and 6.15, on the Business Day that on which the Borrower receives Borrowers receive notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, or on the date FCX provides notice of such election, as applicable, the Borrower Borrowers shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, (i) upon the occurrence of any Event of Default with respect to the either Borrower described in clause (fg) or (h) of Article VII or (ii) upon the occurrence of the circumstances described in Section 8.012.10(b). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after Borrowers hereby grant the expiration date specified Lenders a security interest in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount all funds and investments in cash equal such account to 105% of secure such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3greater than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or FCX elects to provide such collateral for purposes of Section 6.14 and 6.15, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers (i) in the case of any Event of Default, within three (3) Business Days after all Events of Default have been cured or waived, or (ii) in the case of any such election, after the delivery of financial statements showing compliance with the financial ratio requirements set forth in Sections 6.14 and 6.15 or after receipt of written consent to such release from the Required Lenders.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(i) or Section 7.01(j), on the Business Day that or (ii) in the Borrower receives case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrowers receive notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph, each Borrower shall deposit in an account with the Issuing Bank (qor an account in the name of the Issuing Bank with another institution designated by the Issuing Bank), in the Borrower shall immediately deposit into an account established and maintained on the books and records name of the Administrative Agent (Issuing Bank and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure in respect of such Borrower as of such date plus any accrued and unpaid interest thereon; provided that, provided that upon the occurrence of any Event of Default with respect to a Borrower described in clause (i) or (j) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payablepayable in U.S. Dollars, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . A Borrower also shall deposit cash collateral pursuant to this paragraph as and to the Borrower described in clause (fextent required by Section 2.13(b). Each such deposit pursuant to this paragraph or pursuant to Section 2.13(b) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower making such deposit under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (A) for so long as an Event of Default shall be continuing, the Administrative Agent and (B) at any other time, the applicable Borrower, in each case, in term deposits constituting Permitted Investments and at the Borrower’s risk and expenseexpense of such Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for Revolving L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations Revolving L/C Reimbursement Obligations of the applicable Borrower for the Revolving L/C Obligations Exposure in respect of such Borrower at such time or, if the maturity of the Loans to such Borrower has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the such Borrower under this Agreement. If the a Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived. If a Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.13(b), such amount together with interest thereon (to the extent not applied as aforesaid) shall be returned to such Borrower as and to the extent that, after giving effect to such return, such Borrower would remain in compliance with Section 2.13(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. (i) i. If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders holding a majority of the Revolving Lenders Commitments (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)subsection, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.018.01(f). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Class Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Company described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Company under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Company shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the BorrowerCompany’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans Obligations has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% fifty percent (50%) of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (qn), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Cash Collateral Account”) an amount in cash equal to 105% one hundred three percent (103%) of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01Section 11.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Credit Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Cash Collateral Account an amount in cash equal to 105% one hundred three percent (103%) of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. ; provided that Borrower shall Cash Collateralize each Letter of Credit that has an expiration date beyond the Maturity Date at least Thirty (ii30) The days prior to the Maturity Date. Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Cash Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Cash Collateral Account. Moneys in the Cash Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements Advances for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% fifty percent (50%) of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Credit Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the applicable Borrower receives notice from the Administrative Agent or the Required Revolving Financial Covenant Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the such Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total Minimum L/C Obligations as of such date Collateral Amount plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the such Borrower described in clause (fi) or (j) of Section 8.017.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.05, if any Revolving L/C Obligations remain Exposure remains outstanding after the expiration date specified in said clause (d), the applicable Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such the Minimum L/C Obligations as of such date Collateral Amount plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the applicable Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the such Borrower under this Agreement. If the applicable Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuingcontinuing (i) in the case of an Event of Default described in Section 7.01(h) or (i)(i), (ii), (iii) or (iv) on the Business Day that or (ii) in the Borrower case of any other Event of Default, on the third Business Day, following the date on which the Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, the Revolving Facility Lenders with Revolving L/C Obligations Exposure representing at least 66-2/3greater than 50.0% of the total Revolving L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower Company shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50.0% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or 7.01(i), as provided in the following proviso, and (ii) in the case of any other Event of Default, on the third Business Day that following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent (or an account in the name of the Administrative Agent (with another institution designated by the “Collateral Account”) Administrative Agent), in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash in U.S. Dollars equal to 105% of the total aggregate Revolving L/C Obligations Exposure of the Lenders as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kindthat, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.017.01, the obligation to deposit such cash collateral shall become effective immediately, and such deposit shall become immediately due and payable in U.S. Dollars, without demand or other notice of any kind. Such The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 2.11(b) and/or Section 2.22(c)(ii). Each such deposit pursuant to this paragraph or pursuant to Section 2.11(b) and/or Section 2.22(c)(ii) shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (A) for so long as an Event of Default shall be continuing, the Administrative Agent and (B) at any other time, the Borrower, in each case, in term deposits constituting Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for Revolving L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, reimbursed (or to repay the Swingline Facility Lender for Swingline Facility Loans which have not been purchased by a Defaulting Lender and customary processing charges, remain outstanding) and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations Revolving L/C Reimbursement Obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans to the Borrower has been accelerated (but subject to the consent of Revolving Facility Lenders with Revolving L/C Obligations Exposure representing 66-2/3greater than 50% of the total Revolving L/C ObligationsExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount together with interest thereon (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.22(c)(ii), such amount together with interest thereon (to the extent not applied as aforesaid) shall be returned to the Borrower as and when the Defaulting Lender is deemed, in accordance with Section 2.22(f), to have adequately remedied all matters that caused such Lender to be a Defaulting Lender; provided no Event of Default shall have occurred and be continuing.

Cash Collateralization. If (i) If any an Event of Default shall occur have occurred and be continuing, on continuing and the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph or (q)ii) any of the other provisions of this Agreement require cash collateralization, the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent, which account may be a “securities account” (within the meaning of Section 8-501 of the Uniform Commercial Code as in effect in the State of New York), in the name of the Administrative Agent and for the benefit of the Credit Parties (the “LC Collateral Account”) ), an amount in cash immediately available funds in Dollars equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral amount shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fg) or (h) of Section 8.01Article VII ; provided, further, that the portions of such amount attributable to undrawn Letters of Credit issued in an Alternative Currency shall be deposited in the relevant Alternative Currency. Such deposit deposits shall be held by the Administrative Agent as collateral for the LC Exposure under this Agreement and for the payment and performance of the obligations of the Borrower under this Agreement. In additionObligations, and without limiting for this purpose the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the LC Collateral AccountAccount and each Borrower hereby grants a security interest to the Administrative Agent for the benefit of the Credit Parties in the LC Collateral Account and in any financial assets (as defined in the Uniform Commercial Code) or other property held therein. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent (in accordance with its usual and customary practices for investments of this type) and at the Borrower’s risk and reasonable expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the LC Collateral Account. Moneys and financial assets in the LC Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Lender for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, The Administrative Agent shall cause all such amount cash collateral (to the extent not applied as aforesaid) shall to be returned to the Borrower Company within three (3) Business Days after all Events (A) in the case of clause (i) above, the applicable Event of Default shall have been cured or waivedwaived (so long as no other Event of Default has occurred and is continuing at such time) or (B) in the case of clause (ii) above, such cash collateral shall no longer be required pursuant to the applicable provision hereof.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, the Borrower shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Credit Lenders representing more than 50% of the sum of all Revolving Credit Loans outstanding, L/C Exposure and unused Revolving Credit Commitments at such time (or, if the maturity of the Loans has been accelerated, Revolving Credit Lenders holding participations in outstanding Letters of Credit representing greater than 50% of the aggregate undrawn amount of all outstanding Letters of Credit) thereof and of the amount to be deposited, deposit in an account with the Collateral Agent, for the benefit of the Revolving Credit Lenders, and the Borrower hereby grants a security interest in such account in favor of the Collateral Agent, for the benefit of the Revolving Credit Lenders and the L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)Issuers as a first priority security interest, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105103% of the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, date; provided that the obligation to deposit such Cash Collateral shall cash will become effective immediately, and such deposit shall will become immediately due and payablepayable in immediately available funds, without demand or other notice of any kind, upon the occurrence of any an Event of Default with respect to the Borrower described in clause (f) or (g) of Section 8.01. Such deposit shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the The Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such depositsdeposits in Cash Equivalents, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseCollateral Agent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedaccount.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the Borrower receives case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrowers receive notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders and Synthetic L/C Lenders with L/C Obligations Exposure representing at least 66-2/3greater than 50% of the total L/C ObligationsExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the each Borrower shall immediately deposit into an in a separate account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total aggregate L/C Obligations Exposure with respect to such Borrower as of such date plus any accrued and unpaid interest thereon; provided, provided that (i) the portions of such amount attributable to undrawn Foreign Currency Letters of Credit or L/C Disbursements in a Foreign Currency that the Borrowers are not late in reimbursing shall be deposited in the applicable Foreign Currencies in the actual amounts of such undrawn Letters of Credit and L/C Disbursements and (ii) upon the occurrence of any Event of Default with respect to any Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrowers, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrowers, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the applicable Synthetic L/C Obligations Exposure and Revolving L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Facility Lenders and Synthetic L/C Lenders with L/C Obligations Exposure representing 66-2/3greater than 50% of the total L/C ObligationsExposure), be applied to satisfy other obligations of the applicable Borrower under this Agreement. If the any Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default under paragraph (a), (b), (h) or (i) of Section 7.01 shall occur and be continuing, on the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in dollars, US Dollar Equivalent of euro and US Dollar Equivalent of Sterling equal to 105% the portions of the total L/C Obligations LC Exposure attributable to Letters of Credit denominated in dollars, US Dollar Equivalent of euro or US Dollar Equivalent of Sterling, respectively, as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause paragraph (fh) or (i) of Section 7.01. The Borrower also shall deposit cash collateral pursuant to this paragraph as and to the extent required by Section 8.012.11(b). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the expiration date specified in said clause (d)request of the Administrative Agent, the Issuing Bank or the Swingline Lender, the Borrower shall immediately deposit into deliver to the Collateral Account Administrative Agent cash collateral in an amount in sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C LC Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Revolving Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or the existence of a Defaulting Lender, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waivedwaived or after the termination of Defaulting Lender status, as applicable. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.11(b), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such return, the Borrower would remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuingcontinuing and if all outstanding Loans have been declared to be due and payable pursuant to Article VII, then, on the Business Day that the Borrower receives Borrowers receive notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower Borrowers shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Revolving Lenders, an amount in cash equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause (fh) or (i) of Section 8.01Article VII or (ii) any Letter of Credit shall have an expiration date after the Revolving Maturity Date, on the date five Business Days prior to the Revolving Maturity Date the Borrowers shall deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, (A) in the case of Letters of Credit denominated in Dollars, an amount in cash in Dollars equal to 105% of the face amount of such Letters of Credit and (B) in the case of Letters of Credit denominated in a Foreign Currency, in cash in Dollars equal to 120% of the face amount of such Letter of Credit or, at the request of the Issuing Agent or the Fronting Bank, as applicable, in cash in the relevant Foreign Currency equal to 105% of the face amount of such Letter of Credit. Such Any such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s Borrowers’ risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer Revolving Lenders or the Fronting Bank, as applicable, for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)accelerated, be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide an amount of Cash Collateral cash collateral hereunder (i) as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three (3) Business Days after all Events of Default have been cured or waivedwaived and (ii) as a result of the expiration of a Letter of Credit extending past the Revolving Maturity Date, such amount (to the extent not applied as aforesaid) shall be returned to the Borrowers within three Business Days after the surrender or expiration of such Letter of Credit.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Principal Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower Borrowers shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105100% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon; provided, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower Borrowers described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower Borrowers under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower Borrowers shall immediately deposit into the Collateral Account an amount in cash equal to 105100% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the each Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the any Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C ObligationsRequired Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer each Issuing Bank for L/C Disbursements for which it such Issuing Bank has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If either (i) If any an Event of Default shall occur have occurred and be continuing, on continuing and the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C ObligationsLC Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this clause paragraph or (q)ii) any of the other provisions of this Agreement require cash collateralization, the Borrower Company shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent, which account may be a “securities account” (within the meaning of Section 8-501 of the Uniform Commercial Code as in effect in the State of New York), in the name of the Administrative Agent and for the benefit of the Secured Parties (the “LC Collateral Account”) ), an amount in cash immediately available funds in Dollars equal to 105% of the total L/C Obligations LC Exposure as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral amount shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fh) or (i) of Section 8.01Article VII; provided, further, that the portions of such amount attributable to undrawn Letters of Credit issued in an Alternative Currency shall be deposited in the relevant Alternative Currency. Such deposit deposits shall be held by the Administrative Agent as collateral for the LC Exposure under this Agreement and for the payment and performance of the obligations of the Borrower under this Agreement. In additionSecured Obligations, and without limiting for this purpose the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the LC Collateral Account, the LC Collateral Account shall be subject to a Deposit Account Control Agreement, as applicable, and each Borrower hereby grants a security interest to the Administrative Agent for the benefit of the Secured Parties in the LC Collateral Account and in any financial assets (as defined in the Uniform Commercial Code) or other property held therein. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent (in accordance with its usual and customary practices for investments of this type) and at the Borrower’s risk and reasonable expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the LC Collateral Account. Moneys and financial assets in the LC Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Lender for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations LC Exposure representing 66-2/3more than 50% of the total L/C ObligationsLC Exposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, The Administrative Agent shall cause all such amount cash collateral (to the extent not applied as aforesaid) shall to be returned to the Borrower Company within three (3) Business Days after all Events (A) in the case of clause (i) above, the applicable Event of Default shall have been cured or waived.waived (so long as no other Event of Default has occurred and is continuing at such time) or (B) in the case of clause (ii) above, such cash collateral shall no longer be required pursuant to the applicable provision hereof. Table of Contents

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (qo), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) or clause (g) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) . The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If effective immediately, without demand or other notice of any kind, as of any expiration date of a Letter of Credit, such Letter of Credit may for any reason remain outstanding and partially or wholly undrawn, (ii) effective immediately, without demand or other notice of any kind, as of the occurrence of any Event of Default under paragraph (h) or (i) of Section 7.01, or (iii) any Event of Default under paragraph (a) or (b) of Section 7.01 shall occur and be continuingcontinuing or if the maturity of the Loans has been accelerated, then on the Business Day that on which the Borrower receives notice from the Administrative Agent Agent, the applicable Issuing Bank or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations LC Exposure representing at least 66-2/3more than 50% of the total L/C Obligationsaggregate LC Exposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph (although no such notice shall be required as set forth in clause (qii) above), the Borrower shall immediately deposit into in an account established and maintained on with the books and records Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Secured Parties, an amount of cash in cash dollars equal to 105103% of the total L/C Obligations LC Exposure attributable to Letters of Credit, as of such date plus any accrued and unpaid interest and fees thereon, provided that the obligation . The Borrower also shall deposit cash collateral pursuant to deposit such Cash Collateral shall become effective immediately, this paragraph as and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of extent required by Section 8.012.11(b). Such Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementAgreement and the other Loan Documents. In addition, and without limiting the foregoing or clause (d) of this Section 2.03At any time that there shall exist a Defaulting Lender, if any L/C Obligations remain Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the expiration date specified in said clause (d)request of the Administrative Agent or the Issuing Bank, the Borrower shall immediately deposit into deliver to the Collateral Account Administrative Agent cash collateral in an amount in sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) collateral provided by the Defaulting Lender). The Administrative Agent (for the benefit of the Secured Parties) shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent in Permitted Investments and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.Notwithstanding

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders holding a majority of the Revolving Lenders Commitments (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3more than 50% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q)subsection, the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105102% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon; provided, provided that that, the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.018.01(g). Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.032.03(d), if any L/C Obligations remain outstanding after the expiration date specified in said clause (dSection 2.03(d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105102% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the applicable L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3more than 50% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.. CHAR1\1806478v11

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, the Borrower shall, on the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing at least 66-2/3greater than 50% of the total L/C Obligationsaggregate undrawn amount of all outstanding Letters of Credit) demanding the thereof, deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into in an account established and maintained on with the books and records Collateral Agent, for the benefit of the Administrative Agent (the “Collateral Account”) Revolving Lenders, an amount in cash equal to 105102% of the total L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon, date; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payablepayable in immediately available funds, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (fg) or (h) of Section 8.01Article VII. Such deposit shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the The Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expenseCollateral Agent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall (i) automatically be applied by the Administrative Agent to reimburse the L/C Issuer Issuing Banks for L/C Disbursements for which it has they have not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations holding participations in outstanding Letters of Credit representing 66-2/3greater than 50% of the total L/C Obligationsaggregate undrawn amount of all outstanding Letters of Credit), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the Business Day that or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the date on which the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C ObligationsRequired Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this clause (q)paragraph, the relevant Borrower shall immediately deposit into in an account established and maintained on with or at the books and records direction of the Administrative Agent, in the name of the Administrative Agent (and for the “Collateral Account”) benefit of the Lenders, an amount in cash in Dollars equal to 105% of the total Revolving L/C Obligations Exposure as of such date plus any accrued and unpaid interest thereon; provided, provided that upon the occurrence of any Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01, the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect . Each such deposit pursuant to the Borrower described in clause (f) of Section 8.01. Such deposit this paragraph shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the relevant Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of (i) for so long as an Event of Default shall be continuing, the Administrative Agent and (ii) at any other time, the Borrower, in each case, in Permitted Investments and at the Borrower’s risk and expenseexpense of the Borrower, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C each Letter of Credit Issuer for L/C Disbursements for which it such Letter of Credit Issuer has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the relevant Borrower for the Revolving L/C Obligations Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C ObligationsRequired Lenders), be applied to satisfy other obligations of the relevant Borrower under this Agreement. If the relevant Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the relevant Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations Minimum Collateral Amount as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations the Minimum Collateral Amount as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the each L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

Cash Collateralization. If (i) If any Event of Default shall occur and be continuing, on the Business Day that continuing and the Borrower receives notice from the Administrative Agent or the Required Revolving Majority Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral cash collateral pursuant to this clause Section 2.09(k), or (qii) the Borrower is required to pay to the Administrative Agent the excess attributable to an LC Exposure in connection with any prepayment pursuant to Section 3.04(c), then the Borrower shall Cash Collateralize, in the case of an Event of Default, the LC Exposure, and in the case of a payment required by Section 3.04(c), the Borrower shall immediately deposit into an account established and maintained on the books and records amount of the Administrative Agent (the “Collateral Account”) an amount such excess as provided in cash equal to 105% of the total L/C Obligations Section 3.04(c), as of such date plus any accrued and unpaid interest thereon, ; provided that the obligation to deposit such Cash Collateral cash collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower or any Subsidiary described in clause Section 10.01(h), Section 10.01(i) or Section 10.01(j). At any time that there shall exist a Defaulting Lender, within one (f1) Business Day of a request of the Administrative Agent or the applicable Issuing Bank, the Borrower shall deliver to the Administrative Agent cash collateral in an amount sufficient to cover the remaining Fronting Exposure of the Defaulting Lender (after giving effect to Section 8.014.04(a)(iv) and any cash collateral provided by the Defaulting Lender) for so long as such Fronting Exposure exists (it being understood that if such Fronting Exposure is reduced and both the Defaulting Lender and the Borrower have provided cash collateral, the Borrower will receive its cash collateral back first). The Borrower hereby grants to the Administrative Agent, for the benefit of the applicable Issuing Bank and the Secured Parties, a first priority and continuing perfected security interest in and Lien on such account and all cash, checks, drafts, certificates and instruments, if any, from time to time deposited or held in such account, all deposits or wire transfers made thereto, any and all investments purchased with funds deposited in such account, all interest, dividends, cash, instruments, financial assets and other Property from time to time received, receivable or otherwise payable in respect of, or in exchange for, any or all of the foregoing, and all proceeds, products, accessions, rents, profits, income and benefits therefrom, and any substitutions and replacements therefor. The Borrower’s obligation to deposit amounts pursuant to this Section 2.09(k) shall be absolute and unconditional, without regard to whether any beneficiary of any such Letter of Credit has attempted to draw down all or a portion of such amount under the terms of a Letter of Credit, and, to the fullest extent permitted by applicable law, shall not be subject to any defense or be affected by a right of set-off, counterclaim or recoupment which the Borrower or any of its Subsidiaries may now or hereafter have against any such beneficiary, the applicable Issuing Bank, the Administrative Agent, the Lenders or any other Person for any reason whatsoever (other than payment). Such deposit shall be held by the Administrative Agent as collateral for securing the payment and performance of the Borrower’s and the Guarantors’ obligations to reimburse Letters of the Borrower Credit and any other obligations under this AgreementAgreement and the other Loan Documents. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Accountsuch account. Other than In addition to any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Accountsuch account. Moneys in the Collateral Account such account shall be applied by the Administrative Agent to reimburse the L/C Issuer applicable Issuing Bank for L/C LC Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations)accelerated, be applied to satisfy other obligations of the Borrower and the Guarantors under this AgreementAgreement or the other Loan Documents. If the Borrower is required to provide an amount of Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, and the Borrower is not otherwise required to pay to the Administrative Agent the excess attributable to an LC Exposure in connection with any prepayment pursuant to Section 3.04(c), then such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.