Common use of Commitment to Issue Letters of Credit Clause in Contracts

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereof, each Issuing Lender agrees to issue Letters of Credit from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount shall not exceed the Total Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment and (iii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit. Upon the date of issuance by an Issuing Lender of a Letter of Credit, the applicable Issuing Lender shall be deemed, without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such Issuing Lender, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion of its Applicable Percentage.

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereof, each Issuing Lender Bank agrees to issue Letters of Credit from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount shall not exceed the Total Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment and (iiiii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$200,000,000. Upon the date of issuance by an Issuing Lender Bank of a Letter of Credit, the applicable such Issuing Lender Bank shall be deemed, without further action by any party hereto, to have sold to each LenderBank, and each Lender Bank shall be deemed, without further action by any party hereto, to have purchased from such the Issuing LenderBank, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion its Commitment bears to the Total Commitment; provided that (i) if the scheduled Termination Date of a Bank falls prior to the expiry date of a Letter of Credit then outstanding (because the Commitments of the other Banks have been extended in accordance with Section 2.01(c)), such Bank’s participation in such Letter of Credit shall terminate on such Termination Date, and the participations of the other Banks therein shall be redetermined pro rata in proportion to their Commitments after giving effect to the termination of the Commitment of such former Bank and (ii) if and to the extent necessary to permit such redetermination of the participations in Letters of Credit within the limits of the Commitments which are not terminated on such date, the Borrower shall prepay on such date all or a portion of the outstanding Loans and/or secure cancellation of outstanding Letters of Credit, and such redetermination and termination of participations in outstanding Letters of Credit shall be conditioned upon its Applicable Percentagehaving done so.

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereofhereof and the execution and delivery by the Borrower of a letter of credit application on the Issuing Lender’s customary form (a “Letter of Credit Application”), each the Issuing Lender agrees on behalf of the Lenders and in reliance upon the agreement of the Lenders set forth in §4.1.4 and upon the representations and warranties of the Borrower contained herein, agrees, in its individual capacity, to issue Letters issue, extend and renew for the account of Credit the Borrower one or more standby or documentary letters of credit (individually, a “Letter of Credit”), in such form as may be requested from time to time before by the Letter of Credit Termination Date upon Borrower and agreed to by the request Issuing Lender; provided, however, that, after giving effect to such request, (a) the sum of the Borrower; provided that Deutsche Bank AG New York Branch aggregate Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not be obligated to issue Letters exceed $0 at any one time and (b) the sum of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Maximum Drawing Amount on all Letters of Credit, (ii) all Unpaid Reimbursement Obligations, and (iii) the amount of all Tranche A Loans and Swing Line Loans outstanding shall not exceed the Total Commitments, (ii) unless otherwise agreed by Tranche A Commitment at such time. Notwithstanding the applicable Issuing Lenderforegoing, the aggregate amount of Administrative Agent shall have no obligation to issue any Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment and (iii) the aggregate amount support or secure any Indebtedness of the Letter Borrower or any of Credit Liabilities shall not exceed its Subsidiaries to the Letter of Credit Sublimit. Upon extent that such Indebtedness was incurred prior to the proposed issuance date of issuance by an Issuing Lender of a such Letter of Credit, other than to replace existing letters of credit issued for the applicable Issuing Lender shall be deemed, without further action by account of the Borrower or any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such Issuing Lender, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion of its Applicable PercentageSubsidiaries or to secure the reimbursement obligations of the Borrower or any of its Subsidiaries with respect to existing letters of credit.

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereof, each Issuing Lender agrees to issue Letters of Credit from time to time before on a date not less than 30 days prior to the Letter of Credit Termination Date upon the request of the each Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued issued, (i) the Total Outstanding Amount shall not exceed the Total aggregate amount of the Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time all Lenders shall not exceed such Issuing Lender’s Letter of Credit Commitment and $1,200,000,000, (iii) the aggregate amount of the Letter of Credit Liabilities in respect of Letters of Credit issued by the Issuing Lender shall not exceed $300,000,000 and (iv) the aggregate outstanding principal amount of Loans to any Borrower plus the aggregate amount of Letter of Credit Liabilities for the account of such Borrower shall not exceed the Letter Maximum Availability of Credit Sublimitsuch Borrower. Upon the date of issuance by an Issuing Lender of a Letter of Credit, the applicable Issuing Lender shall be deemed, without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such the Issuing Lender, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion its respective Commitment bears to the aggregate Commitments. Letters of its Applicable PercentageCredit outstanding under the Existing Credit Agreement on the Effective Date shall be deemed to be issued on such date under this Agreement.

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereof, each Issuing Lender agrees to issue Letters of Credit from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount shall not exceed the Total Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s 's Letter of Credit Commitment and (iii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$50,000,000. Upon the date of issuance by an Issuing Lender of a Letter of Credit, the applicable Issuing Lender shall be deemed, without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such Issuing Lender, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion of its Applicable Percentage.

Commitment to Issue Letters of Credit. (i) Subject to the terms and conditions hereof, and so long as no Stop Issuance Notice is in effect, each Issuing Lender Bank agrees to issue Letters of Credit from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount aggregate amount of the Revolving Outstandings shall not exceed the Total Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment Revolving Commitments and (iiiii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$400,000,000. Upon the date of issuance by an Issuing Lender Bank of a Letter of Credit, the applicable Issuing Lender Bank shall be deemed, without further action by any party hereto, to have sold to each Revolving Lender, and each Revolving Lender shall be deemed, without further action by any party hereto, to have purchased from such the Issuing LenderBank, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion its respective Revolving Commitment bears to the aggregate Revolving Commitments. (ii) On the Closing Date, without further action by any party hereto, each Issuing Bank that has issued an Existing Letter of Credit shall be deemed to have granted to each Revolving Lender, and each Revolving Lender shall be deemed to have acquired from such Issuing Bank, a participation in each Existing Letter of Credit and the related Letter of Credit Liabilities in the proportion its Applicable Percentage.respective Revolving Commitment bears to the aggregate Revolving Commitments, all on the same terms and conditions as if such Existing Letters of Credit had been issued on the Closing Date pursuant to Section 2.16(a)(i). Table of Contents

Commitment to Issue Letters of Credit. (i) Subject to the terms and conditions hereof, and so long as no Stop Issuance Notice is in effect, each Issuing Lender Bank agrees to issue Letters of Credit from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount aggregate amount of the Revolving Outstandings shall not exceed the Total Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment Revolving Commitments and (iiiii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$400,000,000. Upon the date of issuance by an Issuing Lender Bank of a Letter of Credit, the applicable Issuing Lender Bank shall be deemed, without further action by any party hereto, to have sold to each Revolving Lender, and each Revolving Lender shall be deemed, without further action by any party hereto, to have purchased from such the Issuing LenderBank, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion its respective Revolving Commitment bears to the aggregate Revolving Commitments. (ii) On the Closing Date, without further action by any party hereto, each Issuing Bank that has issued an Existing Letter of Credit shall be deemed to have granted to each Revolving Lender, and each Revolving Lender shall be deemed to have acquired from such Issuing Bank, a participation in each Existing Letter of Credit and the related Letter of Credit Liabilities in the proportion its Applicable Percentagerespective Revolving Commitment bears to the aggregate Revolving Commitments, all on the same terms and conditions as if such Existing Letters of Credit had been issued on the Closing Date pursuant to Section 2.16(a)(i).

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereof, each Issuing Lender agrees to issue Letters of Credit from time to time from and after the Closing Date and before the Letter of Credit Termination Date upon the request of the BorrowerCompany; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued (i) the Total Outstanding Amount shall not exceed the Total aggregate amount of the Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable Issuing Lender at such time shall not exceed such Issuing Lender’s Letter of Credit Commitment and (iii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$300,000,000. Upon the date of issuance by an Issuing Lender of a Letter of Credit, the applicable such Issuing Lender shall be deemed, without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such the applicable Issuing Lender, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion of its Applicable Percentage.respective Commitment bears to the aggregate

Commitment to Issue Letters of Credit. Subject to the terms and conditions hereofhereof (and to the terms and conditions of any separate agreement between the Borrower and any Issuing Bank limiting the types of Letters of Credit to be issued by such Issuing Bank), each Issuing Lender Bank agrees to issue Letters of Credit in dollars from time to time before the Letter of Credit Termination Date upon the request of the Borrower; provided that Deutsche Bank AG New York Branch shall not be obligated to issue Letters of Credit other than standby letters of credit in Dollars; provided further that, immediately after each Letter of Credit is issued issued, (i) the Total Outstanding Amount shall not exceed the Total aggregate amount of the Commitments, (ii) unless otherwise agreed by the applicable Issuing Lender, the aggregate amount of Letter of Credit Liabilities attributable to Letters of Credit issued by the applicable such Issuing Lender at such time shall Bank will not exceed such Issuing Lender’s the Letter of Credit Commitment of such Issuing Bank and (iii) the aggregate amount of the Letter of Credit Liabilities shall not exceed the Letter of Credit Sublimit$500,000,000. Upon the date of issuance by an Issuing Lender Bank of a Letter of Credit, the applicable Issuing Lender Bank shall be deemed, without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from such the Issuing LenderBank, a participation in such Letter of Credit and the related Letter of Credit Liabilities in the proportion of its Applicable PercentageCommitment bears to the aggregate Commitments.