Common use of Credit-Linked Deposit Account Clause in Contracts

Credit-Linked Deposit Account. (a) The Tranche C-3 Credit-Linked Deposits shall be held by the Administrative Agent in the Tranche C-3 Credit-Linked Deposit Account, and no party other than the Administrative Agent shall have a right of withdrawal from the Tranche C-3 Credit-Linked Deposit Account or any other right or power with respect to the Tranche C-3 Credit-Linked Deposits, except as expressly set forth in Section 2.05, 2.09 or 2.12. Notwithstanding any provision in this Agreement to the contrary, the sole funding obligation of each Tranche C-3 Lender in respect of its participation in Tranche C-3 Letters of Credit shall be satisfied in full upon the funding of its Tranche C-3 Credit-Linked Deposit on the May 2006 Amendment Effective Date. (b) Each of the U.S. Borrower, the Administrative Agent, each Issuing Bank issuing any Tranche C-3 Letter of Credit and each Tranche C-3 Lender hereby acknowledges and agrees that each Tranche C-3 Lender is funding its Tranche C-3 Credit-Linked Deposit to the Administrative Agent for application in the manner contemplated by Section 2.05 and that the Administrative Agent has agreed to invest the Tranche C-3 Credit-Linked Deposits so as to earn a return (except during periods when, and to the extent to which, such Tranche C-3 Credit-Linked Deposits are used to cover unreimbursed Tranche C-3 L/C Disbursements, and subject to Section 2.15) for the Tranche C-3 Lenders equal to a rate per annum, reset daily on each Business Day for the period until the next following Business Day, equal to (i) such day’s rate for one month LIBOR deposits (the “Benchmark LIBOR Rate”) computed on the basis of the actual number of days elapsed in a year of 365 days (or 366 days in a leap year) minus (ii) 0.10%. Such interest will be paid to the Tranche C-3 Lenders by the Administrative Agent quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13. In addition to the foregoing payments by the Administrative Agent, the U.S. Borrower agrees to make payments to the Tranche C-3 Lenders quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13 (and together with the payment of such fees) in an amount equal to 0.10% per annum on the amounts of their respective Tranche C-3 Credit-Linked Deposits. (c) The U.S. Borrower shall have no right, title or interest in or to the Tranche C-3 Credit-Linked Deposits and no obligations with respect thereto (except for the reimbursement obligations provided in Section 2.05 and the obligation to pay fees as provided in this Section 2.23), it being acknowledged and agreed by the parties hereto that the making of the Tranche C-3 Credit-Linked Deposits by the Tranche C-3 Lenders, the provisions of this Section 2.23 and the application of the Tranche C-3 Credit-Linked Deposits in the manner contemplated by the May 2006 Amendment Agreement and Section 2.05 constitute agreements among the Administrative Agent, each Issuing Bank issuing any Tranche C-3 Letter of Credit and each Tranche C-3 Lender with respect to the funding obligations of each Tranche C-3 Lender in respect of its participation in Tranche C-3 Letters of Credit and do not constitute any loan or extension of credit to the U.S. Borrower. (d) Subject to the U.S. Borrower’s compliance with the cash-collateralization requirements set forth in Section 2.05(j), the Administrative Agent shall return any remaining Tranche C-3 Credit-Linked Deposits to the Tranche C-3 Lenders following the occurrence of the Tranche C-3 Maturity Date.

Credit-Linked Deposit Account. (a) The Tranche C-3 Credit-Linked Deposits shall be held by the Administrative Agent in the Tranche C-3 Credit-Linked Deposit Account, and no party other than the Administrative Agent shall have a right of withdrawal from the Tranche C-3 Credit-Linked Deposit Account or any other right or power with respect to the Tranche C-3 Credit-Linked Deposits, except as expressly set forth in Section 2.052.01, 2.09 2.11, or 2.12. Notwithstanding any provision in this Agreement to the contrary, the sole funding obligation of each Tranche C-3 Credit-Linked Deposit Lender in respect of its participation in Tranche C-3 Credit-Linked Deposit Letters of Credit and, subject to Section 2.02(d)(B), its Credit-Linked Deposit Loans, shall be satisfied in full upon the funding of its Tranche C-3 Credit-Linked Deposit on the May 2006 Amendment Effective Closing Date. (b) Each of the U.S. Borrower, the Administrative Agent, each the Issuing Bank Lender issuing any Tranche C-3 Credit-Linked Deposit Letter of Credit and each Tranche C-3 Credit-Linked Deposit Lender hereby acknowledges and agrees that each Tranche C-3 Credit-Linked Deposit Lender is funding its Tranche C-3 Credit-Linked Deposit to the Administrative Agent for application in the manner contemplated by Section 2.05 2.01, 2.02 and 2.11 and that the Administrative Agent has agreed to invest the Tranche C-3 Credit-Linked Deposits Deposit Participation Amount so as to earn a return (except during periods when, and to the extent to which, such Tranche C-3 Credit-Linked Deposits are used to cover unreimbursed Tranche C-3 L/C Credit-Linked Deposit LC Disbursements, and subject to Section 2.152.09) for the Tranche C-3 Credit-Linked Deposit Lenders equal to a rate per annum, reset daily on each Business Day for the period until the next following Business Day, equal to (i) such day’s rate for one month LIBOR deposits (the “Benchmark LIBOR Rate”) computed minus (ii) 0.15% (calculated on the basis of the actual number of days elapsed in a year of 365 days (365-day or 366 days in a leap 366-day year) minus (ii) 0.10%, as applicable). Such interest amount will be paid to the Tranche C-3 Credit-Linked Deposit Lenders by the Administrative Agent quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.132.21. In addition to the foregoing payments by the Administrative Agent, the U.S. Borrower agrees to make payments to the Tranche C-3 Credit-Linked Deposit Lenders quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13 2.21 with respect to any period (and together with the payment of such fees) in an amount equal to 0.100.15% per annum on of the amounts daily amount of their respective Tranche C-3 the Credit-Linked DepositsDeposit Lenders’ Credit-Linked Deposit Participation Amount during such period. (c) The U.S. Borrower shall have no right, title or interest in or to the Tranche C-3 Credit-Linked Deposits and no obligations with respect thereto (except for the reimbursement obligations provided in Section 2.05 and the obligation to pay fees as provided in this Section 2.232.02), it being acknowledged and agreed by the parties hereto that the making of the Tranche C-3 Credit-Linked Deposits by the Tranche C-3 Lenders, Credit-Linked Deposit Lenders and the provisions of this Section 2.23 and the application of the Tranche C-3 Credit-Linked Deposits in the manner contemplated by the May 2006 Amendment Agreement and Section 2.05 2.27 constitute agreements among the Administrative Agent, each Issuing Bank Lender issuing any Tranche C-3 Credit-Linked Deposit Letter of Credit and each Tranche C-3 Credit-Linked Deposit Lender with respect to the funding obligations of each Tranche C-3 Credit-Linked Deposit Lender in respect of its participation in Tranche C-3 Credit-Linked Deposit Loans and Credit-Linked Deposit Letters of Credit and, other than amounts withdrawn pursuant to Section 2.01(b) and Section 2.02(e)(B), do not constitute any loan or extension of credit to the U.S. Borrower. (d) Subject to . Without limiting the U.S. Borrower’s compliance with generality of the cash-collateralization requirements set forth foregoing, each party hereto acknowledges and agrees that no amount on deposit at any time in Section 2.05(j), the Administrative Agent shall return any remaining Tranche C-3 Credit-Linked Deposits Deposit Account shall be the property of any Loan Party, shall constitute “Collateral” under the Loan Documents, or shall otherwise be available in any manner to satisfy any obligation of any Loan Party under the Tranche C-3 Lenders following Loan Documents (other than to finance Credit- Linked Deposit Loans in accordance with Section 2.01 and drawings under the occurrence Credit-Linked Deposit Letters of the Tranche C-3 Maturity DateCredit in accordance with Section 2.02).

Credit-Linked Deposit Account. (a) The Tranche C-3 Credit-Linked Deposits shall be held by the Administrative Agent in the Tranche C-3 Credit-Linked Deposit Account, and no party other than the Administrative Agent shall have a right of withdrawal from the Tranche C-3 Credit-Linked Deposit Account or any other right or power with respect to the Tranche C-3 Credit-Linked Deposits, except as expressly set forth in Section 2.05, 2.09 or 2.12. Notwithstanding any provision in this Agreement to the contrary, the sole funding obligation of each Tranche C-3 Lender in respect of its participation in Tranche C-3 Letters of Credit shall be satisfied in full upon the funding of its Tranche C-3 Credit-Linked Deposit on the May 2006 Amendment and Restatement Effective Date. (b) Each of the U.S. Borrower, the Administrative Agent, each Issuing Bank issuing any Tranche C-3 Letter of Credit and each Tranche C-3 Lender hereby acknowledges and agrees that each Tranche C-3 Lender is funding its Tranche C-3 Credit-Linked Deposit to the Administrative Agent for application in the manner contemplated by Section 2.05 and that the Administrative Agent has agreed to invest the Tranche C-3 Credit-Linked Deposits so as to earn a return (except during periods when, and to the extent to which, such Tranche C-3 Credit-Linked Deposits are used to cover unreimbursed Tranche C-3 L/C Disbursements, and subject to Section 2.15) for the Tranche C-3 Lenders equal to a rate per annum, reset daily on each Business Day for the period until the next following Business Day, equal to (i) such day’s rate for one month LIBOR deposits (the “Benchmark LIBOR Rate”) computed on the basis of the actual number of days elapsed in a year of 365 days (or 366 days in a leap year) minus (ii) 0.10%. Such interest will be paid to the Tranche C-3 Lenders by the Administrative Agent quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13. In addition to the foregoing payments by the Administrative Agent, the U.S. Borrower agrees to make payments to the Tranche C-3 Lenders quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13 (and together with the payment of such fees) in an amount equal to 0.10% per annum on the amounts of their respective Tranche C-3 Credit-Linked Deposits. (c) The U.S. Borrower shall have no right, title or interest in or to the Tranche C-3 Credit-Linked Deposits and no obligations with respect thereto (except for the reimbursement obligations provided in Section 2.05 and the obligation to pay fees as provided in this Section 2.23), it being acknowledged and agreed by the parties hereto that the making of the Tranche C-3 Credit-Linked Deposits by the Tranche C-3 Lenders, the provisions of this Section 2.23 and the application of the Tranche C-3 Credit-Linked Deposits in the manner contemplated by the May 2006 Amendment and Restatement Agreement and Section 2.05 constitute agreements among the Administrative Agent, each Issuing Bank issuing any Tranche C-3 Letter of Credit and each Tranche C-3 Lender with respect to the funding obligations of each Tranche C-3 Lender in respect of its participation in Tranche C-3 Letters of Credit and do not constitute any loan or extension of credit to the U.S. Borrower. (d) Subject to the U.S. Borrower’s compliance with the cash-collateralization requirements set forth in Section 2.05(j), the Administrative Agent shall return any remaining Tranche C-3 Credit-Linked Deposits to the Tranche C-3 Lenders following the occurrence of the Tranche C-3 Maturity Date.

Credit-Linked Deposit Account. (a) The Tranche C-3 Credit-Linked Deposits shall be held by the Administrative Agent in the Tranche C-3 Credit-Linked Deposit Account, and no party other than the Administrative Agent shall have a right of withdrawal from the Tranche C-3 Credit-Linked Deposit Account or any other right or power with respect to the Tranche C-3 Credit-Linked Deposits, except as expressly set forth in Section 2.052.01, 2.09 2.11, or 2.12. Notwithstanding any provision in this Agreement to the contrary, the sole funding obligation of each Tranche C-3 Credit-Linked Deposit Lender in respect of its participation in Tranche C-3 Credit-Linked Deposit Letters of Credit and, subject to Section 2.02(d)(B), its Credit-Linked Deposit Loans, shall be satisfied in full upon the funding of its Tranche C-3 Credit-Linked Deposit on the May 2006 Amendment Effective Closing Date. (b) Each of the U.S. Borrower, the Administrative Agent, each the Issuing Bank Lender issuing any Tranche C-3 Credit-Linked Deposit Letter of Credit and each Tranche C-3 Credit-Linked Deposit Lender hereby acknowledges and agrees that each Tranche C-3 Credit-Linked Deposit Lender is funding its Tranche C-3 Credit-Linked Deposit to the Administrative Agent for application in the manner contemplated by Section 2.05 2.01, 2.02 and 2.11 and that the Administrative Agent has agreed to invest the Tranche C-3 Credit-Linked Deposits Deposit Participation Amount so as to earn a return (except during periods when, and to the extent to which, such Tranche C-3 Credit-Linked Deposits are used to cover unreimbursed Tranche C-3 L/C Credit-Linked Deposit LC Disbursements, and subject to Section 2.152.09) for the Tranche C-3 Credit-Linked Deposit Lenders equal to a rate per annum, reset daily on each Business Day for the period until the next following Business Day, equal to (i) such day’s 's rate for one month LIBOR deposits (the “"Benchmark LIBOR Rate”) computed on the basis of the actual number of days elapsed in a year of 365 days (or 366 days in a leap year") minus (ii) 0.10%0.15% (calculated on the basis of a 365-day or 366-day year, as applicable). Such interest amount will be paid to the Tranche C-3 Credit-Linked Deposit Lenders by the Administrative Agent quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.132.21. In addition to the foregoing payments by the Administrative Agent, the U.S. Borrower agrees to make payments to the Tranche C-3 Credit-Linked Deposit Lenders quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13 2.21 with respect to any period (and together with the payment of such fees) in an amount equal to 0.100.15% per annum on of the amounts daily amount of their respective Tranche C-3 the Credit-Linked DepositsDeposit Lenders' Credit-Linked Deposit Participation Amount during such period. (c) The U.S. Borrower shall have no right, title or interest in or to the Tranche C-3 Credit-Linked Deposits and no obligations with respect thereto (except for the reimbursement obligations provided in Section 2.05 and the obligation to pay fees as provided in this Section 2.232.02), it being acknowledged and agreed by the parties hereto that the making of the Tranche C-3 Credit-Linked Deposits by the Tranche C-3 Lenders, Credit-Linked Deposit Lenders and the provisions of this Section 2.23 and the application of the Tranche C-3 Credit-Linked Deposits in the manner contemplated by the May 2006 Amendment Agreement and Section 2.05 2.27 constitute agreements among the Administrative Agent, each Issuing Bank Lender issuing any Tranche C-3 Credit-Linked Deposit Letter of Credit and each Tranche C-3 Credit-Linked Deposit Lender with respect to the funding obligations of each Tranche C-3 Credit-Linked Deposit Lender in respect of its participation in Tranche C-3 Credit-Linked Deposit Loans and Credit-Linked Deposit Letters of Credit and, other than amounts withdrawn pursuant to Section 2.01(b) and Section 2.02(e)(B), do not constitute any loan or extension of credit to the U.S. Borrower. (d) Subject to . Without limiting the U.S. Borrower’s compliance with generality of the cash-collateralization requirements set forth foregoing, each party hereto acknowledges and agrees that no amount on deposit at any time in Section 2.05(j), the Administrative Agent shall return any remaining Tranche C-3 Credit-Linked Deposits Deposit Account shall be the property of any Loan Party, shall constitute “Collateral” under the Loan Documents, or shall otherwise be available in any manner to satisfy any obligation of any Loan Party under the Tranche C-3 Lenders following Loan Documents (other than to finance Credit-Linked Deposit Loans in accordance with Section 2.01 and drawings under the occurrence Credit-Linked Deposit Letters of the Tranche C-3 Maturity DateCredit in accordance with Section 2.02).

Credit-Linked Deposit Account. (a) The Tranche C-3 B-3 Credit-Linked Deposits shall be held by the Administrative Agent in the Tranche C-3 B-3 Credit-Linked Deposit Account, and no party other than the Administrative Agent shall have a right of withdrawal from the Tranche C-3 B-3 Credit-Linked Deposit Account or any other right or power with respect to the Tranche C-3 B-3 Credit-Linked Deposits, except as expressly set forth in Section 2.05, 2.09 or 2.12. Notwithstanding any provision in this Agreement to the contrary, the sole funding obligation of each Tranche C-3 B-3 Lender in respect of its participation in Tranche C-3 B-3 Letters of Credit shall be satisfied in full upon the funding of its Tranche C-3 B-3 Credit-Linked Deposit on the May 2006 Amendment Effective Closing Date. (b) Each of the U.S. Borrower, the Administrative Agent, each Issuing Bank issuing any Tranche C-3 B-3 Letter of Credit and each Tranche C-3 B-3 Lender hereby acknowledges and agrees that each Tranche C-3 B-3 Lender is funding its Tranche C-3 B-3 Credit-Linked Deposit to the Administrative Agent for application in the manner contemplated by Section 2.05 and that the Administrative Agent has agreed to invest the Tranche C-3 B-3 Credit-Linked Deposits so as to earn a return (except during periods when, and to the extent to which, such Tranche C-3 B-3 Credit-Linked Deposits are used to cover unreimbursed Tranche C-3 B-3 L/C Disbursements, and subject to Section 2.15) for the Tranche C-3 B-3 Lenders equal to a rate per annum, reset daily on each Business Day for the period until the next following Business Day, equal to (i) such day’s rate for one month LIBOR deposits (the “Benchmark LIBOR Rate”) computed on the basis of the actual number of days elapsed in a year of 365 days (or 366 days in a leap year) minus (ii) 0.10%. Such interest will be paid to the Tranche C-3 B-3 Lenders by the Administrative Agent quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13. In addition to the foregoing payments by the Administrative Agent, the U.S. Borrower agrees to make payments to the Tranche C-3 Lenders quarterly in arrears when Letter of Credit fees are payable pursuant to Section 2.13 (and together with the payment of such fees) in an amount equal to 0.10% per annum on the amounts of their respective Tranche C-3 Credit-Linked Deposits. (c) The U.S. Borrower shall have no right, title or interest in or to the Tranche C-3 Credit-Linked Deposits and no obligations with respect thereto (except for the reimbursement obligations provided in Section 2.05 and the obligation to pay fees as provided in this Section 2.23), it being acknowledged and agreed by the parties hereto that the making of the Tranche C-3 Credit-Linked Deposits by the Tranche C-3 Lenders, the provisions of this Section 2.23 and the application of the Tranche C-3 Credit-Linked Deposits in the manner contemplated by the May 2006 Amendment Agreement and Section 2.05 constitute agreements among the Administrative Agent, each Issuing Bank issuing any Tranche C-3 Letter of Credit and each Tranche C-3 Lender with respect to the funding obligations of each Tranche C-3 Lender in respect of its participation in Tranche C-3 Letters of Credit and do not constitute any loan or extension of credit to the U.S. Borrower. (d) Subject to the U.S. Borrower’s compliance with the cash-collateralization requirements set forth in Section 2.05(j), the Administrative Agent shall return any remaining Tranche C-3 Credit-Linked Deposits to the Tranche C-3 Lenders following the occurrence of the Tranche C-3 Maturity Date.Section