Common use of Cash Collateralization Clause in Contracts

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the first Business Day Day, or (ii) in the case of any other Event of Default, on the third Business Day, in each case, following the Business Day that date on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph (j), the Borrower Parties shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with or at the direction of the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Revolving L/C Exposure attributable to such Letter of Credit 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 Section 7.01(h) or (i), 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such deposit pursuant to this paragraph (j) shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower Parties under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to (A) for so long as an Event of Default shall be agreed by the Borrower and continuing, the Administrative Agent and (B) 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC L/C Disbursements for which they have such Issuing Bank has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Parties for the LC Revolving L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the Borrower Parties under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that the Borrower on which Holdings receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the Dollar Equivalent of the portions of the LC Exposure attributable to such Letter Letters of Credit 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 (gh) or (hi) of Article VIISection 7.01. The Borrower Borrowers also shall deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(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. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, the Issuing Bank or the Swingline Lender, the Borrowers shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three 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 Borrowers are required to provide cash collateral an amount of Cash Collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrowers would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% a Majority in Interest of the aggregate LC ExposuresRevolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and (in the currency of such each applicable Letter of Credit Credit) equal to the LC Exposure attributable of the Revolving Lenders with respect to such Letter the Letters of Credit issued on behalf of the Borrower 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 (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b2.11(b), 2.20(c) or 2.22(c). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Notwithstanding the terms of any Security Document, moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of a Majority in Interest of the Revolving Lenders with LC Exposures representing more (treating the Classes of Revolving Commitments and Revolving Loans as one 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 50% of the aggregate LC ExposuresExposure 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Aggregate Revolving Exposure in respect of the Revolving Commitments or Revolving Loans would not exceed the aggregate Aggregate Revolving Commitment and no Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.20(c), such amount (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 exposure in respect of any outstanding Letter of Credit that is not fully covered by the Revolving Commitments of the non-Defaulting Lenders and/or the remaining cash collateral and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, then on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable with respect to such Letter 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 described in clause paragraphs (gh) or (hi) of Article VIISection 9. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingcured.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following 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 LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk and expenseexpense (provided that absent the Borrower’s express written agreement, the only such investments will be in cash equivalent investments), such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more than 50100% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower (together with all interest or profits, if any, thereon) within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the applicable Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the applicable Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit Dollars equal to the LC Exposure attributable to such Letter 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 any Borrower described in clause (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)8.01. 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 Agreementrelevant Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower relevant Borrowers for the LC Exposure at such time ortime, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower relevant Borrowers under this Agreement. If the any Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the applicable Borrower within three (3) Business Days following a request to do so after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection, or (ii) if required by Section 2.26(d), on the Business Day the Borrower receives the notice contemplated by Section 2.26(c)(ii), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Collateral Agent, in the name of the Administrative Collateral Agent and for the benefit of the LendersSecured Parties, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Exposure attributable to such Letter of Credit 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b8.1(g). Each such 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 Agreement. The Administrative Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Collateral 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. Monies Moneys in such account shall be applied by the Administrative Collateral Agent to reimburse the Issuing Banks Lender for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations), be applied to satisfy other obligations of the Borrower under this Agreement, and any surplus remaining shall be returned to the Borrower after all Events of Default triggering such deposit cease to exist. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been acceleratedaccelerated pursuant to Article VIII, Lenders with LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 UCC), in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and immediately available funds in the currency of such Letter of Credit Dollars equal to 103% of the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VIIVIII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.21. Each such deposit shall be held by the Administrative Agent as collateral for the payment LC Exposure and performance of the other obligations of the Borrower under this Agreement, and for this purpose the Borrower hereby grants a security interest to the Administrative Agent for the benefit of the Lenders and the Issuing Lenders in such collateral account and in any financial assets (as defined in the UCC) or other property held therein. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. All amounts on deposit pursuant to this paragraph (l) shall be invested by the Administrative Agent in interest bearing instruments or accounts, with the selection of which instruments or accounts to be determined by the Administrative Agent in its sole discretion; provided that the Administrative Agent shall consult with the Borrower as to the selection of such instruments or accounts; provided further that such investments shall be at the risk and expense of the Borrower. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the relevant Issuing Banks Lender for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but (i) subject to the consent of the Lenders with LC Exposures Exposure representing more than 50100% of the total LC 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 ExposuresExposure of all the Defaulting Lenders), the consent of each Issuing Lender)), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, the amount (including any interest and profits earned thereon as aforesaid) standing to the credit of such Cash Collateral account (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b)2.21, such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrower, as and promptly as practicable, to the extent that, after giving effect to such return, no Issuing Lender shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If (A) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Facility Lenders under the Revolving Facility (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, or (B) required by Section 2.06(c), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and in the currency of such Letter of Credit equal to 102% of the LC Exposure attributable to such Letter 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 described in clause (gSection 7.01(h) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(bi). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance satisfaction of the obligations of the Borrower under this AgreementLC Exposure. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments Cash Equivalents at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the an Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreementtime. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If (i) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or at the direction of the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 5050.00% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, (ii) on the day there shall have occurred an Extension with respect to which the Issuing Bank has not agreed to in writing, or (iii) on such day as required by clause (k) below, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause Section 8.01(h), (g) i), or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(bj). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s 's risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 5050.00% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If (i) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 5051% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph or (ii) any Letter of Credit remains outstanding on the fifth Business Day prior to the Stated Maturity Date, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 (A) the occurrence of any event described in the foregoing clauses (i) or (ii) or (B) the occurrence of any Event of Default with respect to the Borrower described in clause (g) or (h) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such 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, but only in investments of a type to be agreed rated at least AA (or equivalent) by the Borrower and the Administrative Agent and at the Borrower’s risk and expense, least one nationally recognized rating agency) such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such accountaccount and may, subject to the immediately preceding sentence be reinvested from time to time. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 5051% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementAgreement and the other Loan Documents. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 as a result of any Letter of Credit remaining outstanding on the fifth Business Day prior to Section 2.10(b)the Stated Maturity Date, then such cash collateral (to the extent not applied as aforesaid) or portion thereof shall be returned released promptly following: (i) the elimination of the applicable LC Exposure, (ii) the Administrative Agent’s good faith determination that there exists excess cash collateral, or (iii) the extension of the Stated Maturity Date to a date that is more than five Business Days later than the Borrower as and to expiry date of the extent that, after giving effect to such return, the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingapplicable Letter of Credit.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives written notice from the Administrative Agent or (at the direction of the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC ExposuresLenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral cash collateral in accordance with Section 2.11(b) or 2.20, such cash collateral shall be deposited and shall be held and applied in accordance with this paragraph. 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.11(b), such cash collateral 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 aggregate Revolving Credit Exposures Exposure plus the Competitive Loan Exposure would not exceed the aggregate total Commitments and no Default shall have occurred and be continuing. The Borrower hereby agrees that, if at any time any cash collateral is required to be deposited pursuant to this paragraph (i) or as otherwise provided in this Agreement, it shall grant to the Administrative Agent, for the benefit of each Issuing Bank and the Lenders, a security interest in all such cash collateral at such time.

Cash Collateralization. If any Event of Default under clause clauses (a), (b), (c), (gh) or (hi) of Article VII shall occur and be continuingcontinuing or if the Loans have been accelerated pursuant to Article VII as a result of any other Event of Default, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit under this Section or 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, and the Borrower hereby grants to the Agent, for the benefit of the Secured Parties, a security interest in all funds and investments from time to time in such account, and in the proceeds thereof, to secure the Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral hereunder an amount of cash collateral under this Section 2.05(j) as a result of the occurrence of an Event of DefaultDefault specified above, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all the applicable Events of Default have been cured or waived. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Representative receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 any Borrower described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountaccount and the Borrowers hereby grant 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 in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is Borrowers are required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three Business Days after all Events of Default have been cured or waived. If the any Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the such Borrower as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrowers would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, the Borrower shall, on the first Business Day following the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Revolving Credit Lenders (or, if the maturity holding participations in outstanding Letters of the Loans has been accelerated, Lenders Credit representing more greater than 50% of the aggregate LC Exposures) demanding undrawn amount of all outstanding Letters of Credit of the amount to be deposited, deposit of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in an account with the Administrative Collateral Agent, in the name of the Administrative Agent and for the benefit of the Revolving Credit Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonMinimum Collateral Amount; 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 paragraph (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made in investments of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk option and expensesole discretion of the Collateral Agent, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall (i) automatically be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC L/C Disbursements for which they have it has not been reimbursed andreimbursed, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the LC L/C Exposure at such time or, and (iii) if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Credit Lenders with LC Exposures holding participations in outstanding Letters of Credit representing more greater than 50% of the aggregate LC Exposuresundrawn 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives Borrowers receive notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing more than 50at least 66-2/3% of the aggregate LC Exposurestotal L/C Obligations) demanding the deposit of Cash Collateral pursuant to this paragraphclause (o), the Borrower Borrowers (and in the case of the Canadian Borrowers, solely with the Letters of Credit issued for their respective accounts) shall deposit, with respect to each outstanding Letter of Credit, in within one (1) Business Day deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit 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 (g) or (hf) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 2.16, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrowers (and in the case of the Canadian Borrowers, solely with the Letters of Credit issued for their respective accounts) shall immediately deposit into the Collateral Account an amount in cash equal to 103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks each L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures L/C Obligations representing more than 5066-2/3% of the aggregate LC Exposurestotal 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 described in clause (gSection 7.1(a)(7) or (h) of Article VIISection 7.1(a)(8). The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b2.3(c), 2.10 or 2.20(c). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in the Security Documents, be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of the Required Lenders with LC Exposures representing more 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 50% of the aggregate LC ExposuresExposure 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, the Aggregate Revolving Exposure would not exceed the Aggregate Commitment and no Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.20(c), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Representative 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 LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph or if any of the other provisions hereof require cash collateralization, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersAgents, the Lenders and the Issuing Banks (the “LC Collateral Account”), an amount amount, in cash and in the currency of such Letter of Credit cash, equal to 103% of the LC Exposure attributable to such Letter of Credit 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 any Borrower described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account, such account shall be subject to a Deposit Account Control Agreement and/or acknowledgement of notice, as applicable, and each Borrower hereby grants the Administrative Agent (for the benefit of the Agents, the Lenders and the Issuing Banks) a security interest in the LC Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Revolving Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is Borrowers are required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the applicable Borrower or Borrower Representative for the account of the applicable Borrower within three two Business Days after all Events of Default such Defaults have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, then the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account one or more accounts with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit 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 described in clause (g) or (h) of Article VII. 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 (and, with respect to cash collateral for the Initial Letters of Credit, subject to provisions in the Code related to the investment of monies pledged as security for tax-exempt bonds). The Borrower also Administrative Agent shall deposit Cash Collateral have exclusive dominion and control, including the exclusive right of withdrawal, over such 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 accordance with this paragraph as and such account. Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Bank for LC Disbursements for which it has not been reimbursed and, to the extent required by Section 2.10(b)not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time. (ii) If at any time the LC Exposure exceeds the aggregate Commitments, on the Business Day that the Borrower receives notice from the Administrative Agent or the Issuing Bank, then the Borrower shall immediately deposit in one or more accounts with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lender, an amount in cash equal to such excess. Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if until such time as the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would Exposure does not exceed the aggregate Commitments and no Default shall have occurred and be continuingCommitments.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Representative receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 any Borrower described in clause (gh) or (hi) of Article VII. The Borrower Borrowers shall also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.11(b) or 2.20. 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 AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountaccount and the Borrowers hereby grant 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 in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall shall, notwithstanding anything to the contrary herein or in the Collateral Documents, be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations Secured Obligations (but subject to, 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 Borrower under this Agreementremaining cash collateral shall be less than the aggregate LC Exposure of all the Defaulting Lenders that has not been reallocated to non-Defaulting Lenders pursuant to Section 2.20), the consent of each Issuing Bank). If the Borrower is Borrowers are required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three Business Days after all Events of Default have been cured or waived. If the any Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the such Borrower as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrowers would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing. If any Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.20, such amount (to the extent not applied as aforesaid) shall be returned to such Borrower as promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the Revolving Commitments of the non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day day that the Borrower receives a request from an Issuing Bank or notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant referred to this paragraphin Section 8.1, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an a deposit account with the Administrative Agent, in the name of the Administrative Agent and Agent, for the benefit of the Issuing Banks and the Lenders, an amount in cash and in Dollars equal to 103% of the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit Usage as of such date plus any accrued and unpaid interest thereondate; 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 specified in clause (gSection 8.1(f) or (h) of Article VII8.1(g). The Borrower also shall deposit Cash Collateral in accordance with this paragraph Section 2.3(h) as and to the extent required by Section 2.10(b)2.13(e) or 2.21. 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such deposit account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Funds in such account shall shall, notwithstanding anything to the contrary in Section 2.15(f) or 2.16 or the Collateral Documents, be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements honored drawings under Letters of Credit for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure 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 Lenders with LC Exposures representing more than 50% a Majority in Interest of the Revolving 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 LC ExposuresFronting 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 Cash Collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 hereunder Cash Collateral pursuant to Section 2.10(b2.13(e), such cash collateral Cash Collateral (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 aggregate Credit Exposures Total Utilization of Revolving Commitments would not exceed the aggregate Commitments and Total Revolving Commitments. 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 Default Issuing Bank shall have occurred and be continuingany Fronting Exposure.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gSection 7.1(a)(7) or (h) of Article VIISection 7.1(a)(8). The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b2.10 or 2.20(c). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in the Security Documents, be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of the Required Lenders with LC Exposures representing more 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 50% of the aggregate LC ExposuresExposure 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, the Aggregate Revolving Exposure would not exceed the Aggregate Commitment and no Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.20(c), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Default shall have occurred and be continuing.

Cash Collateralization. If (x) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, or (y) the Borrower shall deposit, with respect to each outstanding requests the issuance of an Extended Letter of Credit, the Borrower shall deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “LC Collateral Account”), an amount in cash and equal to 105% of the amount of the LC Exposure in respect of the currency of such Extended Letter of Credit equal to (in the LC Exposure attributable to such Letter case of Credit the foregoing clause (y)) or in the aggregate (in the case of the foregoing clause (x) as of such date plus any accrued and unpaid interest thereon); provided that the obligation to deposit such Cash Collateral cash collateral shall (1) in the case of an Extended Letter of Credit, be required by no later than the date of issuance, renewal or extension of such Extended Letter of Credit and (2) 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with L/C Obligations representing more than 50at least 66-2/3% of the aggregate LC Exposurestotal L/C Obligations) demanding the deposit of Cash Collateral pursuant to this paragraphclause, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to (i) if the LC Exposure attributable to such Letter Commitments have been terminated, 105% of Credit the total L/C Obligations as of such date plus any accrued and unpaid interest thereon; thereon and (ii) if the Commitments have not been terminated, the Minimum Collateral Amount, 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 (g) or (hf) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks each L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures L/C Obligations representing more than 5066-2/3% of the aggregate LC Exposurestotal 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the Dollar Equivalent of the portions of the LC Exposure attributable to such Letter Letters of Credit 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, the Issuing Bank or the Swingline Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this AgreementAgreement in accordance with the terms of the Loan Documents. If the Borrower is 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 cash collateral an amount of Cash Collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection 4.01(k), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (g) or (h) of Article VII. X. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph Section 4.01(k) as and to the extent required by Section 2.10(b5.06(b) or 5.15(c). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in this Agreement, be applied by the Administrative Agent to reimburse the Issuing Banks Lenders for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of remaining cash collateral being at least equal to the Lenders with remaining LC Exposures representing more than 50% of the aggregate LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b5.06(b), such amount (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 Revolving Credit Exposures of all the Lenders would not exceed the Aggregate Commitments and no Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 5.15(c), such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Lender shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would Commitments of the Lenders that are not exceed Defaulting Lenders and/or the aggregate Commitments remaining cash collateral and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Agent receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower applicable Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersApplicable Participants, an amount in cash and in the currency of such Letter of Credit relevant currencies equal to the LC Exposure attributable to such Letter 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 a Borrower or the Borrower Parent Entity described in clause paragraph (gh) or (hi) of Article VII. The Borrower applicable Borrowers also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.22(a)(iii). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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 such account. Monies in such account shall be applied by the Administrative Agent to reimburse the relevant Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower applicable Borrowers for the LC Exposure Exposure, at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Revolving Lenders), be applied to satisfy other obligations of the Borrower applicable Borrowers under this Agreementthe Loan Documents. If the any Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or pursuant to Section 2.10(b), such Cash Collateral amount plus any accrued interest or realized profits with respect to such amounts (to the extent not applied as aforesaid) shall be returned to the such Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower waived or such collateral is no longer required to provide cash collateral hereunder pursuant to Section 2.10(b2.11(a), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingapplicable.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit and thereafter maintain in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersApplicable Participants, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable from time to such Letter of Credit as of such date time 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b)2.22(a)(iii) or such other applicable provisions of this Agreement. Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies in such account shall be applied by the Administrative Agent to reimburse the relevant Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure Exposure, at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreementthe Loan Documents. If the Borrower is required to provide Cash Collateral hereunder as a result an amount of the occurrence of an Event of Defaultcash collateral hereunder, such Cash Collateral amount (or any lesser amount no longer required to remain as cash collateral pursuant to this Agreement) plus any accrued interest or realized profits with respect to such amounts (to the extent not applied as aforesaid) shall be returned to the such Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower waived or such collateral is no longer required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingthis Agreement.

Cash Collateralization. If (i) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate Dollar Equivalent of the total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph 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 2.11(c), then the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account one or more accounts with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, in the case of an Event of Default, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon, and in the case of a payment required by Section 2.11(c), the amount of such excess as provided in Section 2.11(c) (in each case, in the relevant currencies in which the Letters of Credit associated with the LC Exposure is denominated); 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate Dollar Equivalent of the total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of 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 2.11(c), such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account maintained with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Issuing Banks and the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the Total LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid fees and 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)Sections 2.10(c) and 2.19. 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits (in the event any such investment is made pursuant to the following sentence), such deposits shall not bear interest. The Administrative Agent shall not be required to invest any such deposits; provided that if the Administrative Agent elects to invest any such deposits, which the Administrative Agent shall invest such deposits in one or more types of Cash Equivalents, and such investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in Section 2.17(b), be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Total LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to 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 the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposureseach Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10(c), such amount (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 Revolving Credit Exposure would not exceed the Aggregate Commitments 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 2.19, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower RailAmerica receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect deposit on terms and in accounts satisfactory to each outstanding Letter of Credit, in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in equal to one hundred five percent (105%) of the currency of such Letter Letters of Credit equal to the LC Exposure attributable to such Letter of Credit Outstanding 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 (g) or (h) of Article VIISection 11.5. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies in such account Funds so deposited shall be applied by the Administrative Agent to reimburse the Issuing Banks Letter of Credit Issuer for LC Disbursements Unpaid Drawings for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time outstanding Unpaid Drawings or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations Obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide Cash Collateral hereunder an amount of cash collateral under this Section 3.7 as a result of the occurrence of an Event of Default, such Cash Collateral amount plus any accrued interest or realized profits with respect to such amounts (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “Cash Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The If the Borrower also is required to deposit cash collateral pursuant to Section 2.10(b) because the Revolving Credit Exposures exceed the total Commitments, the Borrower shall deposit cash collateral in the Cash Collateral Account in accordance with an aggregate amount equal to such excess plus any accrued and unpaid interest thereon. If the Borrower is required to pledge cash collateral pursuant to clause (c) of this Section, then on or before the date 30 days prior to the Maturity Date, the Borrower shall deposit in the Cash Collateral Account an amount in cash equal to the aggregate LC Exposure for all Letters of Credit that have expiry dates past the Maturity Date plus any accrued and unpaid interest thereon. The deposits made under this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Cash Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Cash Collateral Account. Monies Money in such account the Cash Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower and the Subsidiaries under this Agreementthe Loan Documents and under the Swap Agreements entered into with a Lender or Affiliate of a Lender. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b)secure Letters of Credit with expiry dates beyond the Maturity Date, such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after the Letter of Credit with the latest expiry date has expired if as of such date no further Letters of Credit are outstanding and all LC Disbursements have been reimbursed. If the Borrower is required to provide an amount of cash collateral hereunder as a result of the fact that the Revolving Credit Exposure exceeds the total Commitments, such amount (to the extent that, not applied as aforesaid) shall be returned to the Borrower within three Business Days after giving effect to such return, the aggregate date when the Revolving Credit Exposures would not no longer exceed the aggregate Commitments and no Default shall have occurred and be continuingtotal Commitments.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the first Business Day following 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 Lenders (or, if the maturity of the Loans has been accelerated, Revolving Facility Lenders with Revolving L/C Exposure representing more greater than 50% of the aggregate LC Exposurestotal Revolving L/C Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Dollar Amount of the Revolving L/C Exposure attributable to such Letter of Credit 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 L/C 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 L/C Disbursements and (ii) upon the occurrence of any Event of Default with respect to the Company 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. For the purposes of this paragraph, upon the occurrence of any Event of Default with respect Foreign Currency L/C Exposure shall be calculated using the applicable Exchange Rate on the date notice demanding cash collateralization is delivered to the Borrower described in clause (g) or (h) of Article VIICompany. The Borrower Company also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(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 AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to (i) for so long as an Event of Default shall be agreed by the Borrower and 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 Company, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC L/C Disbursements for which they have the Issuing Bank has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the LC Revolving L/C 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 LC Exposures Revolving L/C Exposure representing more greater than 50% of the aggregate LC Exposurestotal Revolving L/C Exposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower Company is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 Borrower Company is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Company would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII which requires cash collateralization as specified in Section 9.02 shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Parent receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Parent shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders and Issuers, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 Parent or Relevant Borrower described in clause (gi) or (hj) of Article VIISection 9.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Obligations. Subject to the express provisions of this Section 2.11(i), the Borrower under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the BorrowerParent’s risk and expense, such deposits shall not bear interest; provided, however, that any deposits so invested shall be invested only in certificates of deposit of the Administrative Agent, direct obligations of, or obligations unconditionally guaranteed by, the United States of America, money market funds rated AAA by S&P or similar investments, in each case having a maturity of no more than thirty (30) days. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Issuer for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held first for the satisfaction of the reimbursement obligations of the Parent and Relevant Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated accelerated, shall be held for application to other Obligations held ratably (but subject relative to the consent of Commitment Percentage) by the Lenders with and thereafter, if the LC Exposures representing more than 50% of the aggregate LC Exposures)Exposure is zero, shall be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral Parent has provided an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Parent within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first as soon as reasonably practicable and in any event within one (1) Business Day following after the Business Day that the Lead Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Lead Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersIssuing Banks and Lenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to the Dollar Equivalent of 103 % of the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonthereon (all obligations to deposit such cash collateral, “Cash Collateral Obligations”); provided that the obligation to deposit such Cash Collateral Obligations 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral Collateral for the payment and performance of the obligations of the Borrower under this AgreementObligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made solely in investments Cash Equivalents at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Lead Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Lead Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault as set forth above or as required in the two immediately succeeding sentences, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Lead Borrower within three (3) Business Days after all Events of Default have been cured or waivedwaived or such LC Exposure no longer exceeds (or no longer exceeds 103% of) the LC Sublimit or the Applicable LC Fronting Sublimit, as applicable. If the Administrative Agent or an Issuing Bank notifies the Lead Borrower is required to at any time that the LC Exposure at such time exceeds the LC Sublimit, or the face amount of Letters of Credit issued by any Issuing Bank exceeds such Issuing Bank’s Applicable LC Fronting Sublimit, other than as a result of fluctuations in currency exchange rates, then, within three (3) Business Days after receipt of such notice, the Lead Borrower shall provide cash collateral hereunder pursuant to Section 2.10(b)in accordance with this clause (i) for the LC Exposure in an amount not less than the amount of such excess. If at any time, including any Revaluation Date, solely as a result of fluctuations in currency exchange rates, the LC Exposure at such time exceeds 103% of the LC Sublimit, or the face amount of Letters of Credit issued by any Issuing Bank exceeds 103% of such Issuing Bank’s Applicable LC Fronting Sublimit, then within three (3) Business Days after the receipt of such notice the Lead Borrower shall provide cash collateral in accordance with this clause (to i) for the extent LC Exposure in an amount not applied as aforesaid) shall be returned to less than the Borrower as and to the extent that, after giving effect to amount of such return, the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingexcess.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the a Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans Advances has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the such Borrower shall deposit, (with respect to each outstanding any Letters of Credit issued for its account only (including for the avoidance of doubt any Letter of Credit, Credit issued for a Subsidiary in respect of which such Borrower is obligated)) shall deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Exposure attributable to such Letter 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 such Borrower with respect to any Letters of Credit issued for its account described in clause (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b6.01(e). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the LC Exposure at such time or, if the maturity of the Loans Advances has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the a Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the applicable Borrower or applicable Subsidiary within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate then total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash dollars and in the currency of such Letter of Credit cash equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon; provided that (i) the portions of such amount attributable to undrawn Alternative Currency Letters of Credit shall be deposited in the applicable Alternative Currencies in the actual amounts of such undrawn Letters of Credit 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 described in clause paragraph (gh) or (hi) of Article VII. The Borrower also shall Each deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed (to be applied ratably among them according to the respective aggregate amounts of the then unreimbursed LC Disbursements) and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate then total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or, in accordance with Section 2.09(c), the total Revolving Credit Exposure exceeding 105% of the total Commitments, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If waived or, as the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect to such returncase may be, the aggregate total Revolving Credit Exposures would Exposure not exceed exceeding the aggregate Commitments and no Default shall have occurred and be continuingtotal Commitments.

Cash Collateralization. If any Event of Default under clause paragraph (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following 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 LC Exposure representing more than 50% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the portions of the LC Exposure attributable to such Letter 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 described in clause paragraph (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent or the Issuing Bank or the Swingline Lender, the Borrower shall deliver to the Administrative Agent cash collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk and expensein Permitted Investments, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b)occurs and is continuing, (c), (ga) in the case of an Event of Default described in Section 8.01(8) or (h) of Article VII shall occur and be continuing9), on the first Business Day Day, or (b) in the case of any other Event of Default, on the third Business Day, in each case, following the Business Day that date on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph (11), the Borrower shall deposit, with respect to each outstanding Letter of Credit, Parties will deposit in an account with or at the direction of the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Revolving L/C Exposure attributable to such Letter 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 described in clause (gSection 8.01(8) or (h) 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 Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)any kind. Each such deposit shall pursuant to this paragraph will be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower Parties under this Agreement. The Administrative Agent shall will have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall will be made in investments at the option and sole discretion of a type to be agreed by the Borrower and (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 such account. Monies Moneys in such account shall will be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC L/C Disbursements for which they have such Issuing Bank has not been reimbursed and, to the extent not so applied, shall will be held for the satisfaction of the reimbursement obligations of the Borrower Parties for the LC Revolving L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Required Lenders with LC Exposures representing more than 50% (or, after the Discharge of ABL Revolving Claims, the aggregate LC ExposuresRequired Term Lenders)), be applied to satisfy other obligations of the Borrower Parties under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall will be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been acceleratedaccelerated pursuant to Article VIII, Lenders with LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 UCC), in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and immediately available funds in the currency of such Letter of Credit Dollars equal to 103% of the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VIIVIII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.21. Each such deposit shall be held by the Administrative Agent as collateral for the payment LC Exposure and performance of the other obligations of the Borrower under this Agreement, and for this purpose the Borrower hereby grants a security interest to the Administrative Agent for the benefit of the Lenders and the Issuing Lenders in such collateral account and in any financial assets (as defined in the UCC) or other property held therein. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. All amounts on deposit pursuant to this paragraph (l) shall be invested by the Administrative Agent in interest bearing instruments or accounts, with the selection of which instruments or accounts to be determined by the Administrative Agent in its sole discretion; provided that the Administrative Agent shall consult with the Borrower as to the selection of such instruments or accounts; provided further that such investments shall be at the risk and expense of the Borrower. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the relevant Issuing Banks Lender for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but (i) subject to the consent of the Lenders with LC Exposures Exposure representing more than 50100% of the total LC 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 ExposuresExposure of all the Defaulting Lenders), the consent of each Issuing Lender), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, the amount (including any interest and profits earned thereon as aforesaid) standing to the credit of such Cash Collateral account (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b)2.21, such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrower, as and promptly as practicable, to the extent that, after giving effect to such return, no Issuing Lender shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 described in clause (gSection 7.1(a)(7) or (h) of Article VIISection 7.1(a)(8). The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b2.3(c), 2.10 or 2.20(c). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in the Security Documents, be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of the Required Lenders with LC Exposures representing more 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 50% of the aggregate LC ExposuresExposure 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower to the extent that, after giving effect to such return, the (i) R-1 Aggregate Revolving Exposure would not exceed the R-1 Aggregate Commitment and (ii) R-2 Aggregate Revolving Exposure would not exceed the R-2 Aggregate Commitment and no Default shall have occurred and be continuing. If the Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.20(c), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders of the applicable Class and/or the remaining cash collateral and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that is two Business Days after the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans Obligations has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waivedwaived to the satisfaction of the Required Lenders or each of the Lenders if required herein. If Upon demand by the Administrative Agent at any time while a Lender is a Defaulting Lender, the Borrower is required shall deliver to provide the Administrative Agent within one Business Day of such demand, cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (or other credit support satisfactory to the extent not applied as aforesaid) shall be returned to the Borrower as and to the extent that, after giving effect Administrative Agent in its sole discretion in an amount equal to such return, Defaulting Lender’s Applicable Percentage of the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingLC Exposure then outstanding.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphclause (q), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 102% of the LC Exposure attributable to such Letter of Credit 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 clauses (g) or (h) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 or Section 2.14, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d) or on the Maturity Date for Revolving A Loans, the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 102% 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 accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks L/C Issuer for LC Disbursements disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Revolving A Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account maintained with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Issuing Banks and the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the Total LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid fees and 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.10(c) and Section 2.20. 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits (in the event any such investment is made pursuant to the following sentence), such deposits shall not bear interest. The Administrative Agent shall not be required to invest any such deposits; provided that if the Administrative Agent elects to invest any such deposits, which the Administrative Agent shall invest such deposits in one or more types of Cash Equivalents, and such investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in Section 2.17(b), be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed reimbursed, together with such Issuing Bank’s customary fees, costs and processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Total LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to 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 the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposureseach Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10(c), such amount (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 Revolving Credit Exposure would not exceed the Aggregate Commitments 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 2.20, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account maintained with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Issuing Banks and the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the Total LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.10(c) and Section 2.20. 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits (in the event any such investment is made pursuant to the following sentence), such deposits shall not bear interest. The Administrative Agent shall not be required to invest any such deposits; provided that if the Administrative Agent elects to invest any such deposits, which the Administrative Agent shall invest such deposits in one or more types of Cash Equivalents, and such investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall shall, notwithstanding anything to the contrary in Section 2.17(b), be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the Total LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to 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 the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposureseach Issuing Bank), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.10(c), such amount (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 Revolving Credit Exposure would not exceed the Aggregate Commitments 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 2.20, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the aggregate Credit Exposures would not exceed Commitments of the aggregate Commitments Non-Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If (A) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, (B) Excess Availability shall at any time be less than zero, (C) the Maturity Date shall occur or (D) if and to the extent required in accordance with the provisions of Section 2.28, on the first Business Day following the Business Day that the Borrower Agent receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, upon such demand, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersRevolving Lenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereondate; 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 (g) or (h) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Secured Obligations in accordance with the provisions of the Borrower under this Agreementparagraph (j). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountaccount and each Borrower hereby grants the 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 in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is Borrowers are required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 Agent 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 is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that the Borrower on which Holdings receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the Dollar Equivalent of the portions of the LC Exposure attributable to such Letter Letters of Credit 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 (gh) or (hi) of Article VIISection 7.01. The Borrower Borrowers also shall deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(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. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, the Issuing Bank or the Swingline Lender, the Borrowers shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers within three 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 Borrowers are required to provide cash collateral an amount of Cash Collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrowers would not exceed the aggregate Commitments 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 (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphclause (q), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 102% of the LC Exposure attributable to such Letter of Credit 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 clauses (g) or (h) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 or Section 2.14, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d) or on the Maturity Date, the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 102% 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 accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks L/C Issuer for LC Disbursements disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuingcontinuing or as otherwise required under this Agreement, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with L/C Exposure representing more greater than 50% of the aggregate LC ExposuresL/C Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, (a) deposit in an account with the Administrative Agent, which may be a L/C Collateral Account under the Existing Credit Agreement, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “L/C Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to (i) 105% of the LC amount of the L/C Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonthereon and (b) execute any documents and agreements, including the Administrative Agent’s standard form assignment of deposit accounts, that the Administrative Agent requests in connection therewith to establish the L/C Collateral Account and grant the Administrative Agent a security interest in such account and the funds therein; 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 (gSection 7.1(g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b7.1(h). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe L/C Collateral Account and the Borrower hereby grants the Administrative Agent a security interest in the L/C Collateral Account and all money or other assets on deposit therein or credited thereto. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe L/C Collateral Account. Monies Moneys in such account the L/C Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks Lender for LC L/C Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures L/C Exposure representing more greater than 50% of the aggregate LC ExposuresL/C Exposure), be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 are no longer continuing or have been cured or waivedwaived as confirmed in writing by the Administrative Agent. If The Administrative Agent shall exercise reasonable care in the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (to custody and preservation of any funds held in the extent not applied as aforesaid) L/C Collateral Account and shall be returned deemed to have exercised such care if such funds are accorded treatment substantially equivalent to that which the Borrower as and Administrative Agent accords its own property, it being understood that the Administrative Agent shall not have any responsibility for taking any necessary steps to the extent that, after giving effect preserve rights against any parties with respect to any such return, the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingfunds.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphclause (n), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Exposure attributable to such Letter of Credit 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 (g) or (hf) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, then on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% 66-⅔% of the aggregate total LC ExposuresExposure under the Revolving Credit or the Additional LC Credit, as applicable) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection 2.18(11), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Credit Lenders or the Additional LC Lenders, as applicable, an amount in cash and in the currency of such Letter of Credit equal to the applicable LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon; provided that the obligation to deposit such Cash Collateral amount as cash collateral shall become effective immediately, and such deposit amount to be so deposited 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 (gSection 7.1(g), 7.1(h) or (h7.1(i) of Article VIIand upon the Maturity Date. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the applicable LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with applicable LC Exposures Exposure representing more greater than 50% 66-⅔% of the aggregate total applicable LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If waived or the Borrower total LC Exposure is required reduced to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingnil.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Requisite Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and in equal to the currency Dollar amount of such the Letter of Credit equal to the LC Exposure attributable to such Letter of Credit Usage 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 Holdings described in clause (gf) or (hg) of Article VIISection 8.1. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.22(a)(iii). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by the Borrower and 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. Monies in such account shall be applied by the Administrative Agent to reimburse the relevant Issuing Banks Bank for LC Disbursements drawings under Letters of Credit for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure Letter of Credit Usage at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)been, be applied to satisfy other obligations of the Borrower under this Agreementthe Credit Documents. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault or pursuant to Section 2.22, such Cash Collateral amount plus any accrued interest or realized profits with respect to such amounts (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower waived or such collateral is no longer required to provide cash collateral hereunder pursuant to Section 2.10(b)2.22, such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingapplicable.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection, or (ii) if required by Section 2.26(d), on the Business Day the Borrower receives the notice contemplated by Section 2.26(c)(ii), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Collateral Agent, in the name of the Administrative Collateral Agent and for the benefit of the LendersSecured Parties, an amount in cash and in the currency of such Letter of Credit equal to 103 % of the Dollar Equivalent of the LC Exposure attributable to such Letter of Credit 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b8.1(g). Each such 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 Agreement. The Administrative Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Collateral 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. Monies Moneys in such account shall be applied by the Administrative Collateral Agent to reimburse the Issuing Banks Lender for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations), be applied to satisfy other obligations of the Borrower under this Agreement, and any surplus remaining shall be returned to the Borrower after all Events of Default triggering such deposit cease to exist. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuingcontinuing and the maturity of the Revolving Loans shall be accelerated or the Commitments terminated as provided in Article VIII, on the first Business Day following the Business Day that the Borrower receives Borrowers receive notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit Cash Collateral in the Cash Collateral Account in an account with the Administrative Agent, in the name amount equal to 105% of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC L/C Exposure attributable to such Letter 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 if any Letters of Credit remain outstanding and undrawn on the occurrence Maturity Date and a “backstop letter of any Event of Default with respect credit” reasonably acceptable to the Borrower described in clause (g) or (h) relevant Fronting Bank shall not have been provided as collateral for such Letters of Article VIICredit. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountCash Collateral Account. Other than Such Cash Collateral, if any, shall, pending its application as provided below, be invested by the Administrative Agent, at the Borrowers’ risk and expense, in repurchase obligations with respect to United States of America Treasury securities or other high-quality overnight or short-term investments (which may include certificates of deposit of the Administrative Agent), and any interest earned on through the investment of such deposits, which investments deposits shall be made in investments of a type for the Borrowers’ account and shall be added to be agreed the deposits held by the Borrower and the Administrative Agent under this Section 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 accountapplied as provided herein. Monies in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks applicable Fronting Bank for LC L/C Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Required Lenders with LC Exposures representing more than 50% of and the aggregate LC Exposures)applicable Fronting Bank, be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide Cash Collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral Collateral, together with any interest earned thereon (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. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral Borrowers Cash Collateralize (or post acceptable backstop letters of credit for) Letters of Credit with expiry dates subsequent to the extent not applied as aforesaid) Maturity Date in accordance with this subsection at a time when no Event of Default exists, the Lenders shall be returned discharged on the Maturity Date from their obligations with respect to such Letters of Credit to the Borrower same extent as if such Letters of Credit had been fully drawn and to such drawings are fully reimbursed by the extent that, after giving effect to such return, Borrowers on the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingMaturity Date.

Cash Collateralization. If any Event of Default under clause (bSection 8.1(a), (c), (gd) or (he) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 50% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphclause (j), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Collateral Agent, in the name of the Administrative Collateral Agent and for the benefit of the Lendersrelevant Secured Parties, an amount of cash in cash and in the currency of such Letter of Credit Dollars equal to the portions of the LC Exposure attributable to such Letter Letters of Credit 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 described in clause (gSection 8.1(d) or (h) of Article VIIe). The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph clause (j) as and to the extent required by Section 2.10(b2.9(d). Each such deposit shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations Obligations under the Loan Documents. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.3(c)(iii)), then promptly upon the request of the Administrative Agent or the Issuing Bank, the Borrower under this Agreementshall deliver to the Collateral Agent cash collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash collateral provided by the Defaulting Lender). The Administrative Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such 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 Collateral Agent in investments of a type to be agreed by the Borrower and the Administrative Agent 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. Monies Moneys in such account shall be applied by the Administrative Collateral Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of Obligations under the Borrower under this AgreementLoan Documents. If the Borrower is required to provide Cash Collateral 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default Defaults 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 2.10(b2.9(d), such cash collateral amount (to the extent not applied as aforesaid) shall be promptly returned to the Borrower as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.9(d) and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, the Borrower shall, on the first Business Day following the Business Day that the Borrower it receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders holding participations in outstanding Letters of Credit representing more greater than 50% of the aggregate LC Exposures) demanding the deposit undrawn amount of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each all outstanding Letter Letters of Credit) thereof and of the amount to be deposited, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and equal to the L/C Exposure as of such date in the currency of such Letter the L/C Exposure or, if denominated in an Alternative Currency, at the option of Credit the Issuing Bank or the Borrower, in Dollars in an amount equal to the LC Exposure attributable to such Letter of Credit as Dollar Equivalent of such date plus any accrued and unpaid interest thereon; amount to be deposited, provided that the obligation to deposit such Cash Collateral shall cash will become 1003651351v23 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 (gSection 8.01(f) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b8.01(g). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such depositsdeposits in Cash Equivalents, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall (i) automatically be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC L/C Disbursements for which they have it has not been reimbursed andreimbursed, to the extent not so applied, shall (ii) be held for the satisfaction of the reimbursement obligations of the Borrower for the LC L/C 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 LC Exposures holding participations in outstanding Letters of Credit representing more greater than 50% of the aggregate LC Exposuresundrawn 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 Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection, or (ii) if required by Section 2.26(d), on the Business Day the Borrower receives the notice contemplated by Section 2.26(c)(ii), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Collateral Agent, in the name of the Administrative Collateral Agent and for the benefit of the LendersSecured Parties, an amount in cash and in the currency of such Letter of Credit equal to 105% of the Dollar Equivalent of the LC Exposure attributable to such Letter of Credit 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b8.1(g). Each such 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 Agreement. The Administrative Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Collateral 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. Monies Moneys in such account shall be applied by the Administrative Collateral Agent to reimburse the Issuing Banks Lender for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Obligations representing more greater than 50% of the aggregate total LC ExposuresObligations), be applied to satisfy other obligations of the Borrower under this Agreement, and any surplus remaining shall be returned to the Borrower after all Events of Default triggering such deposit cease to exist. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Revolving Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Revolving Borrower shall deposit, and as applicable the Company or a Subsidiary (with respect to each outstanding Letter any Letters of CreditCredit issued for its account only, jointly and severally with the Revolving Borrower) shall deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 Revolving Borrower or as applicable the Company or a Subsidiary with respect to any Letters of Credit issued for its account described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Revolving Borrower and as applicable the Company or a Subsidiary under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Revolving Borrower’s and as applicable the Company’s or a Subsidiary’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Revolving Borrower and as applicable the Company or a Subsidiary for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Revolving Borrower under this Agreement. If the Revolving Borrower and as applicable the Company or a Subsidiary is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Revolving Borrower or as applicable the Company or a Subsidiary within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Issuing Banks and the Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the portions of the LC Exposure attributable to such Letter Letters of Credit 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, any Issuing Bank or the Swingline Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this AgreementAgreement in accordance with the terms of the Loan Documents. If the Borrower is 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 cash collateral an amount of Cash Collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower LMI receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Applicable Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter 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 any Borrower described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the any Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), Required Lenders) be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the any Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the such Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Domestic Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if that the maturity of the Loans has been accelerated, Required Lenders representing more than 50% of the aggregate LC Exposures) are demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphSection 2.17(i), the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gSection 6.01(g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b6.01(h). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Domestic Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If (i) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate Dollar Equivalent of the total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph 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 2.10(c), then the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account one or more accounts with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, in the case of an Event of Default, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon, and in the case of a payment required by Section 2.10(c), the amount of such excess as provided in Section 2.10(c) (in each case, in the relevant currencies in which the Letters of Credit associated with the LC Exposure is denominated); 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the each Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate Dollar Equivalent of the total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of 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 2.10(c), such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.”

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Majority Revolving Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Revolving Lenders, an amount in cash and in the currency of such Letter of Credit Permitted Investments equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments Permitted Investments and at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuingcontinuing or if required pursuant to Section 2.11, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Majority Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date 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 (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and hereby grants to the extent required by Section 2.10(b)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. Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresMajority Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If at any time the amount of cash collateral held by the Administrative Agent pursuant hereto shall exceed the LC Exposure as of such date, Administrative Agent shall return such excess to the Borrower within two Business Days thereafter. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gi) or (hj) of Article VII shall occur and be continuingcontinuing or if the Loans have been accelerated pursuant to Article VII as a result of any other Event of Default, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more greater than 5050.00% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Borrowers shall deposit, with respect to each outstanding Letter of Credit, deposit in an interest bearing account with the Administrative Collateral Agent, in the name of the Administrative Collateral Agent and for the benefit of the LendersRevolving Lenders with LC Exposure, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereondate; 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 kind during the occurrence existence of any Event of Default with respect to the Borrower described in clause (gi) or (hj) of Article VII. The Borrower Borrowers also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit under this Section or Section 2.11(b) shall be held by the Administrative Collateral Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementBorrowers in respect of such LC Exposure, and the Borrowers hereby grant to the Collateral Agent, for the benefit of the Secured Parties, a security interest in all funds and investments from time to time in such account, and in the proceeds thereof, to secure the Obligations in respect of such LC Exposure. The Administrative Collateral Agent shall use commercially reasonably efforts to cause such amounts on deposit to be (or, during the continuance of an Event of Default, may at its option and sole discretion cause such amounts to be) invested in Permitted Investments by the Collateral Agent at the Borrowers’ risk and expense. During the continuance of an Event of Default, the Collateral Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Collateral 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 such account. Monies Moneys in such account shall be applied by the Administrative Collateral Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed (or, to the extent that Revolving Lenders have made payments pursuant to Section 2.05(e) to reimburse such Issuing Bank, then to such Lenders and such Issuing Bank as their interests may appear) and, to the extent not so applied, except as set forth in the last two sentences of this paragraph shall be held for the satisfaction of the reimbursement obligations of the Borrower Borrowers for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 5050.00% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower Borrowers under this Agreement. If the Borrower is Borrowers are required to provide Cash Collateral hereunder an amount of cash collateral under this Section 2.05(j) as a result of the occurrence existence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid), together with any interest that shall have accrued thereon, shall be returned to the Borrowers within three Business Days after the applicable Events of Default have been cured or waived. 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 Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (to the extent not applied as aforesaid) shall be returned to the Borrower Borrowers as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the a Borrower receives notice from the Administrative any Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the such Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Applicable Agent (or, if requested, the US Agent), in the name of the Administrative such Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit as of such date attributable to Letters of Credit issued for the account of such Borrower plus any accrued and unpaid interest thereonthereon (in the currency or currencies in which such Letters of Credit are denominated); 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 (gh) or (hi) of Article VIISection 7.01. The applicable Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b)2.11, and any such cash collateral so deposited and held by the Applicable Agent (or, if requested, the US Agent) hereunder shall constitute part of the applicable Borrowing Base for purposes of determining compliance with Section 2.11. Each such deposit referred to above shall be held by the Administrative Applicable Agent (or, if requested, the US Agent) as collateral for the payment and performance of the obligations of the applicable Borrower under this Agreementthe Loan Documents. The Administrative Applicable Agent (or US Agent, as applicable) shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative relevant 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 such account. Monies Moneys in such account shall be applied by the Administrative relevant Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed (or, in the case of deposits by the Parent Borrower, applied to pay B/As as and when due) and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the applicable Borrower for the LC Exposure (and, in the case of deposits by the Parent Borrower, to secure outstanding B/As) at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresRequired Lenders), be applied to satisfy other obligations of the applicable Borrower under this Agreementthe Loan Documents. If the a Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the applicable Borrower within three Business Days after all Events of Default Defaults have been cured or waived. If the a Borrower is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b)2.11, such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the such Borrower as and to the extent that, after giving effect to such return, the aggregate Credit Exposures applicable Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11 and no Default shall have occurred and be continuing.

Cash Collateralization. If In the event that (i) any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, continuing or (ii) any LC Disbursements remain unreimbursed on or after the first fifth (5th) Business Day following prior to the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphMaturity Date, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to 103% of the amount of the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonthereon (A) on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders demanding the deposit of cash collateral pursuant to this paragraph in the case of clause (i) above or (B) on or before the fifth (5th) Business Day prior to the Maturity Date in the case of clause (ii); 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 (g) or (h) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementLoan Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type to be agreed by account (and the Borrower and hereby grants the Administrative Agent and at a security interest in the Borrower’s risk and expense, such deposits LC Collateral Account). Such deposit shall not bear interest, nor shall the Administrative Agent be under any obligation whatsoever to invest the same; provided that, at the request of the Borrower, such deposit shall be invested by the Administrative Agent in direct short term obligations of, or short term obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, in each case maturing no later than the expiry date of the Letter of Credit giving rise to the relevant LC Exposure. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreementtime. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b)as a result of clause (ii) of the first sentence of this subsection, such cash collateral the amount thereof (to the extent not applied as aforesaid) shall be returned to the Borrower as when the LC Exposure is zero and all Letters of Credit shall have been returned to the extent that, after giving effect to such return, the aggregate Credit Exposures would not exceed the aggregate Commitments Issuing Banks and no Default shall have occurred and be continuingbeen cancelled.

Cash Collateralization. If any Event of Default under clause described in clauses (a), (b), (c), (gh) or (hi) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or that the Required Lenders (or, if the maturity of the Loans has been accelerated, the Revolving Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) demanding have demanded the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the total LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). 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, and the Borrower hereby grants the Administrative Agent, for the benefit of the Lenders, a security interest in all funds and investments from time to time in such account to secure the payment and performance of the Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such depositsdeposits in Permitted Investments, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been 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 LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of DefaultDefault described above, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all such Events of Default have been cured or waived. If waived or the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (to Obligations have been paid in full and the extent not applied as aforesaid) shall be returned to the Borrower as Letters of Credit have terminated or expired and to the extent that, after giving effect to such return, the aggregate Credit Exposures would not exceed the aggregate all Commitments and no Default shall have occurred and be continuingterminated or expired.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more greater than 50% of the aggregate LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon; , provided that (i) amounts payable in respect of any Letter of Credit or LC Disbursement shall be payable in the currency of such Letter of Credit or LC Disbursement, except that (A) all amounts related to the undrawn portion of any Letter of Credit denominated in a Designated Foreign Currency shall be deposited in dollars in an amount equal to the US Dollar Equivalent of the undrawn amount of such Letter of Credit and (B) all LC Disbursements related to any Letter of Credit denominated in a Designated Foreign Currency shall be deposited in dollars in an amount calculated as provided in paragraph (e) above and interest accrued thereon shall be payable in dollars, 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 described in clause paragraph (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b). 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.10(b) and no Default shall have occurred and be continuing.

Cash Collateralization. (1) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphclause (q), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit 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 clauses (g) or (h) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 or Section 2.14, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d) or on the Maturity Date, the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (2) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Majority US Tranche Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the US Tranche Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 Company described in clause (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the any Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC ExposuresMajority US Tranche Lenders), be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives written notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure) if such notice is received prior to 1:00 p.m., Chicago time, or otherwise on the next succeeding Business Day, demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersRevolving Lenders (the “LC Collateral Account”), an amount in cash and in the currency of such Letter of Credit equal to 105% of the amount of the LC Exposure attributable to such Letter 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 described in clause Section 7.01 (gh) or (h) of Article VIIi). The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe LC Collateral Account and the Borrower hereby grants the Administrative Agent a security interest in the LC Collateral Account and all money or other assets on deposit therein or credited thereto. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe LC Collateral Account. Monies Moneys in such account the LC Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more greater than 50% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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. If waived as confirmed in writing by the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingAdministrative Agent.

Cash Collateralization. If any Event of Default under clause paragraph (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 50% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the portions of the LC Exposure attributable to such Letter Letters of Credit 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 described in clause paragraph (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, the Issuing Bank, the Borrower shall deliver to the Administrative Agent cash collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII which requires cash collateralization as specified in Section 9.02 shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Parent receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Parent shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders and Issuers, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 Parent or Relevant Borrower described in clause (gi) or (hj) of Article VIISection 9.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Obligations. Subject to the express provisions of this Section 2.10(i), the Borrower under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the BorrowerParent’s risk and expense, such deposits shall not bear interest; provided, however, that any deposits so invested shall be invested only in certificates of deposit of the Administrative Agent, direct obligations of, or obligations unconditionally guaranteed by, the United States of America, money market funds rated AAA by S&P or similar investments, in each case having a maturity of no more than thirty (30) days. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Issuer for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held first for the satisfaction of the reimbursement obligations of the Parent and Relevant Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated accelerated, shall be held for application to other Obligations held ratably (but subject relative to the consent of Commitment Percentage) by the Lenders with and thereafter, if the LC Exposures representing more than 50% of the aggregate LC Exposures)Exposure is zero, shall be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral Parent has provided an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Parent within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, then on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable with respect to such Letter 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 described in clause paragraphs (gh) or (hi) of Article VIISection 9. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such depositsdeposit, which investments shall be made in investments direct short-term obligations of, or short-term obligations the principal of a type and interest on which are unconditionally guaranteed by, the United States of America, in each case maturing no later than the expiry date of the Letter of Credit giving rise to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk and expenserelevant LC Exposure, such deposits deposit shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following 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, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphclause (o), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit 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 clauses (f) and (g) or (h) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks each L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreementtime. 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause paragraph (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 50% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the portions of the LC Exposure attributable to such Letter 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 described in clause paragraph (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b). 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. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.19(a)(iv)), then promptly upon the request of the Administrative Agent or the Issuing Bank or the Swingline Lender, the Borrower shall deliver to the Administrative Agent cash collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk and expensein Permitted Investments, such deposits shall not *Confidential Treatment Requested. Omitted portions filed with the Commission. bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.10(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Issuing Banks and the Lenders, an amount of cash in cash and in the currency of such Letter of Credit dollars equal to the portions of the LC Exposure attributable to such Letter Letters of Credit 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(b). Each such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.22(a)(iv)), then promptly upon the request of the Administrative Agent, any Issuing Bank or the Swingline Lender, the Borrower shall deliver to the Administrative Agent Cash Collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any Cash Collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 5050.0% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this AgreementAgreement in accordance with the terms of the Loan Documents. If the Borrower is 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 cash collateral an amount of Cash Collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more than 50100% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 described in clause (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s 's risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Exposure representing more than 50100% of the aggregate total LC ExposuresExposure), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause paragraph (a), (b), (c), (gh) or (hi) of Article VII Section 7.01 shall occur and be continuing, on the first Business Day following the Business Day that on which the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with LC Exposure representing more than 50% of the aggregate LC ExposuresExposure of all Revolving Lenders) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 103% of the portions of the LC Exposure attributable to such Letter 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 described in clause paragraph (gh) or (hi) of Article VIISection 7.01. The Borrower also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b). 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. At any time that there shall exist a Defaulting Lender, if any Defaulting Lender Fronting Exposure remains outstanding (after giving effect to Section 2.19(a)(iv)), then promptly upon the request of the Administrative Agent or the Issuing Bank, the Borrower shall deliver to the Administrative Agent cash collateral in an amount sufficient to cover such Defaulting Lender Fronting Exposure (after giving effect to any cash collateral provided by the Defaulting Lender). The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the Borrower’s risk and expensein Permitted Investments, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Revolving Lenders with LC Exposures Exposure representing more than 50% of the aggregate LC ExposuresExposure of all the Revolving Lenders), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral 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 Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b), such cash collateral 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 aggregate Credit Exposures Borrower would not exceed the aggregate Commitments remain in compliance with Section 2.10(b) and no Event of Default shall have occurred and be continuing.

Cash Collateralization. xxii. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral pursuant to this paragraphclause (q), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to 103% of the LC Exposure attributable to such Letter of Credit 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 clauses (g) or (h) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such 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 or Section 2.14, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d) or on the Maturity Date, the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 103% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. xxiii. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent to reimburse the Issuing Banks L/C Issuer for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Majority Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter aggregate amount of Credit the 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 (gsubsection 9.1(f)(i) or (h) of Article VIIii). The Borrower Company also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(bsubsection 2.14(c). Each such deposit shall be held by the Administrative Agent as collateral security for the payment and performance of the obligations of the Borrower under this AgreementObligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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 such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements unreimbursed Letter of Credit drawings for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the LC Exposure outstanding L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations of the Borrower Company under this Agreement. If the Borrower Company is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three Business Days after all Events of Default have been cured or waived. If the Borrower Company is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b)subsection 2.14(c) or this subsection 3.10, such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Revolving Exposure would not exceed the aggregate Commitments Commitments, the aggregate Available Foreign Currency Exposure would not exceed the Available Foreign Currency Exposure Cap and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposures representing more than 50% of the aggregate amount of LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with deposit in respect to of each outstanding Letter of CreditCredit issued for the Borrower’s account (or with respect to which it is a co‑applicant), in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders and the applicable Issuing Bank, an amount in cash and in the currency of such Letter of Credit US Dollars equal to the portion of the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereon; provided that the obligation to deposit such Cash Collateral cash collateralize 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral cash collateral in accordance with this paragraph as and to the extent required by Section 2.10(b)2.11(b) or Section 2.21. 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. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies in such account shall be applied by the Administrative Agent to reimburse the applicable Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to (i) the consent of the Lenders with LC Exposures representing more than 50% of the aggregate amount of LC ExposuresExposure 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 Cash Collateral cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral cash collateral (to the extent not applied as aforesaid) shall be returned to the Borrower within three 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 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower as and promptly as practicable, to the extent that, after giving effect to such return, the aggregate Credit Exposures Exposure would not exceed the aggregate Commitments 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 2.21, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower as promptly as practicable, to the extent that, after giving effect to such return, no Issuing Bank shall have any exposure in respect of any outstanding Letter of Credit that is not fully covered by the Commitments of the Non‑Defaulting Lenders and/or the remaining cash collateral and no Event of Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that continuing and the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonthereon as set forth in clause (h) above; 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and 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. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, be applied to satisfy other obligations Secured Obligations in accordance with the terms of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any either (i) an Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on continuing and the first Business Day following the Business Day that the Borrower Company receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure representing more than 50% of the aggregate total LC ExposuresExposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraphparagraph or (ii) the Company shall be required to provide cover for LC Exposure pursuant to Section 2.11, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with 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 Lenders and the Issuing Lenders, an amount in cash and immediately available funds in Dollars equal to (x) in the currency case of such Letter clause (i) above, 105% of Credit equal to the LC Exposure attributable to such Letter of Credit as of such date plus any accrued and unpaid interest thereonthereon and (y) in the case of cover pursuant to Section 2.11, the amount required under Section 2.11; 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 (gh) or (hi) of Article VII. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower LC Exposure under this Agreement, and for this purpose the Company hereby grants a security interest to the Administrative Agent for the benefit of the Lenders and the Issuing Lenders in such collateral account and in any financial assets (as defined in the Uniform Commercial Code) or other property held therein. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over cause all such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments of a type cash collateral to be agreed by the Borrower and 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. Monies in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks for LC Disbursements for which they have not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide Cash Collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral (to the extent not applied as aforesaid) shall be returned to the Borrower Company within three Business Days after all Events (A) in the case of clause (i) above, the applicable Event of Default shall have been cured or waived. If waived (so long as no other Event of Default has occurred and is continuing at such time) or (B) in the Borrower is required to provide cash collateral hereunder case of clause (ii) above, cover for LC Exposure pursuant to Section 2.10(b), such cash collateral (to the extent not applied as aforesaid2.11(b) shall no longer be returned to the Borrower as and to the extent that, after giving effect to such return, the aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuingrequired.

Cash Collateralization. (i) If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, on the first Business Day following the Business Day that the Borrower receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) Lender demanding the deposit of Cash Collateral pursuant to this paragraphclause (n), the Borrower shall deposit, with respect to each outstanding Letter of Credit, in immediately deposit into an account with established and maintained on the Administrative Agent, in the name books and records of the Administrative Agent and for Lender (the benefit of the Lenders, “Collateral Account”) an amount in cash and in the currency of such Letter of Credit equal to one-hundred and five percent (105.0%) of the LC Exposure attributable to such Letter of Credit L/C Obligations as of such date date, plus any accrued and unpaid interest thereon; provided that , 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 (g) or (hf) of Article VIISection 8.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent Lender 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) above, 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 one-hundred and five percent (105.0%) of such L/C Obligations as of such date, plus any accrued and unpaid interest thereon. (ii) The Administrative Agent Lender shall have exclusive dominion and control, including the exclusive right of withdrawal, over such accountthe Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent Lender 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 accountthe Collateral Account. Monies Moneys in such account the Collateral Account shall be applied by the Administrative Agent Lender to reimburse the Issuing Banks Lender for LC L/C Disbursements for which they have it has not been reimbursed 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 LC Exposure L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures representing more than 50% of the aggregate LC Exposures)accelerated, 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 Cash Collateral 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 cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII which requires cash collateralization as specified in Section 9.02 shall occur and be continuing, on the first Business Day following the Business Day that the Borrower Parent receives notice from the Administrative Agent or the Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders representing more than 50% of the aggregate LC Exposures) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Parent shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the LendersLenders and Issuers, an amount in cash and in the currency of such Letter of Credit equal to the LC Exposure attributable to such Letter 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 Parent or Relevant Borrower described in clause (gi) or (hj) of Article VIIof Section 9.01. The Borrower also shall deposit Cash Collateral in accordance with this paragraph as and to the extent required by Section 2.10(b). Each such Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations Obligations. Subject to the express provisions of this Section 2.10(i), the Borrower under this Agreement. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to be agreed by the Borrower and the Administrative Agent and at the BorrowerParent’s risk and expense, such deposits shall not bear interest; provided, however, that any deposits so invested shall be invested only in certificates of deposit of the Administrative Agent, direct obligations of, or obligations unconditionally guaranteed by, the United States of America, money market funds rated AAA by S&P or similar investments, in each case having a maturity of no more than thirty (30) days. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Issuer for LC Disbursements for which they have it has not been reimbursed and, to the extent not so applied, shall be held first for the satisfaction of the reimbursement obligations of the Parent and Relevant Borrower for the LC Exposure at such time or, if the maturity of the Loans has been accelerated accelerated, shall be held for application to other Obligations held ratably (but subject relative to the consent of Commitment Percentage) by the Lenders with and thereafter, if the LC Exposures representing more than 50% of the aggregate LC Exposures)Exposure is zero, shall be applied to satisfy other obligations of the Borrower under this AgreementObligations. If the Borrower is required to provide Cash Collateral Parent has provided an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Parent within three Business Days after all Events of Default have been cured or waived. If the Borrower is required to provide cash collateral hereunder pursuant to Section 2.10(b), such cash collateral (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 aggregate Credit Exposures would not exceed the aggregate Commitments and no Default shall have occurred and be continuing.

Cash Collateralization. If any Event of Default under clause (b), (c), (g) or (h) of Article VII shall occur and be continuing, (i) in the case of an Event of Default described in Section 7.01(h) or (i), on the first Business Day following 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 Lenders (or, if the maturity of the Loans has been accelerated, Lenders with Revolving L/C Exposure representing more greater than 50% of the aggregate LC Exposurestotal Revolving L/C Exposure) demanding the deposit of Cash Collateral cash collateral pursuant to this paragraph, the Borrower Company shall deposit, with respect to each outstanding Letter of Credit, deposit in an account with the Administrative Agent, in the name of the Administrative Agent and for the benefit of the Lenders, an amount in cash and in the currency of such Letter of Credit equal to 105% of the LC Dollar Amount of the Revolving L/C Exposure attributable to such Letter of Credit 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 L/C 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 L/C Disbursements and (ii) upon the occurrence of any Event of Default with respect to the Company 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. For the purposes of this paragraph, upon the occurrence Dollar Amount of any Event of Default with respect the Foreign Currency L/C Exposure shall be calculated on the date notice demanding cash collateralization is delivered to the Borrower described in clause (g) or (h) of Article VIICompany. The Borrower Company also shall deposit Cash Collateral in accordance with cash collateral pursuant to this paragraph as and to the extent required by Section 2.10(b2.11(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 AgreementSecured Obligations. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over such account and the Company hereby grants the Administrative Agent a security interest in such account. Other than any interest earned on the investment of such deposits, which investments shall be made in investments at the option and sole discretion of a type to (i) for so long as an Event of Default shall be agreed by the Borrower and 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 Company, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in such account. Monies Moneys in such account shall be applied by the Administrative Agent to reimburse the Issuing Banks Bank for LC L/C Disbursements for which they have the Issuing Bank has not been reimbursed and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower Company for the LC Revolving L/C Exposure at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of the Lenders with LC Exposures Revolving L/C Exposure representing more greater than 50% of the aggregate LC Exposurestotal Revolving L/C Exposure), be applied to satisfy other obligations of the Borrower under this AgreementSecured Obligations. If the Borrower Company is required to provide Cash Collateral an amount of cash collateral hereunder as a result of the occurrence of an Event of Default, such Cash Collateral 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 Borrower Company is required to provide an amount of cash collateral hereunder pursuant to Section 2.10(b2.11(b), such cash collateral amount (to the extent not applied as aforesaid) shall be returned to the Borrower Company as and to the extent that, after giving effect to such return, the aggregate Credit Exposures Company would not exceed the aggregate Commitments remain in compliance with Section 2.11(b) and no Event of Default shall have occurred and be continuing.