Common use of L/C Commitment Clause in Contracts

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day in such customary form as may be approved from time to time by such Issuing Lender; provided that Issuing Lender -------- shall not issue any Letter of Credit if, after giving effect to such issuance, the L/C Obligations would exceed the lesser of (x) $5,000,000 or (y) the Total Available Commitment at such time. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after its date of issuance. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Credit Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Credit Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after its date of issuancefive Business Days prior to January 31, 1998. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a3.10(a), agrees to issue letters of credit ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Availability Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit (i) if, after giving effect to such issuance, (x) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (y) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero or (ii) until the date that is 30 days after the Certain Funds Period. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $50,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- each Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such Issuing Lender; provided that no Issuing Lender -------- shall not have an obligation to issue (and no Revolving Lenders shall have an obligation to participate in) any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the relevant Issuing Lender) and (iiiii) expire no later than the earlier of (x) date that is five Business Days prior to the Revolving Termination Date and (y) the date which is 12 months after its date of issuanceDate. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The No Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the such Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing LenderBank, in reliance on the agreements of the other Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the either Borrower on any Business Day during the Revolving Credit Commitment Period in such customary form as may be reasonably approved from time to time by such the Issuing LenderBank; provided that the Issuing Lender -------- Bank shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 10,000,000 or (yii) the Total Available Commitment sum of the total Revolving Credit Exposures would exceed the total Revolving Credit Commitments (or, at such time. any time prior to the Tender Closing Date, $175,000,000). (b) Each Letter of Credit shall shall: (i) be denominated in Dollars and shall be a standby letter of credit issued to support obligations of the Parent or any of its Subsidiaries, contingent or otherwise, incurred in connection with the operation of their respective businesses; and (ii) expire no later than the earlier of (x) the Revolving Credit Termination Date and (y) the date which is 12 months after its date of issuanceDate. (bc) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (cd) The Issuing Lender Bank shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender Bank or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- each Issuing LenderBank, in reliance on the agreements of the other Lenders Banks set forth in Section 3.4(a2.03(a), agrees to issue issue, renew and extend letters of credit issued under the Existing L/C Agreement as set forth on Schedule 2.01 and new letters of credit ("collectively, the “Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Availability Period in such customary form as may be approved from time to time by such the relevant Issuing LenderBank; provided that such Issuing Lender -------- Bank shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, renewal or extension, as the case may be, (i) the Total L/C Exposure would exceed the Total Commitment or (ii) the L/C Obligations Exposure of any Bank would exceed the lesser of (x) $5,000,000 or (y) the Total Available Commitment at such timeBank’s Commitment. Each Letter of Credit shall (iA) be denominated in Dollars or in an Alternate Currency and (iiB) expire no later than the earlier of (x) the Termination Date and (y) the date which that is 12 eighteen months after its date of issuance, renewal or extension. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender Bank shall not at any time be obligated to issue issue, renew or extend any Letter of Credit hereunder if such issuance issuance, renewal or extension would conflict with, or cause the such Issuing Lender Bank or any other Lender Bank to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereofof this Agreement, -------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a3.04(a), agrees to issue letters the Letter of credit ("Letters of Credit") Credit for the -------------- ----------------- account of the Borrower or the Borrower’s Subsidiaries on any Business Day in such customary form as may be approved from time to time by such Issuing Lender; provided that Issuing Lender -------- shall not issue any Letter of Credit if, after giving effect to such issuance, the L/C Obligations would exceed the lesser of Closing Date. (xb) $5,000,000 or (y) the Total Available Commitment at such time. Each The Letter of Credit shall (i) be denominated in Dollars and in a minimum amount of $100,000, (ii) expire no later than be a letter of credit issued to support obligations of the earlier Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (xiii) (A) have a term not exceeding the Termination Date Date, and (yB) otherwise be reasonably satisfactory to the date which is 12 months after its date of issuance. Issuing Lender, and (biv) Each Letter of Credit shall be subject to the Uniform Customs and/or ISP 98, as set forth in the Application or as determined by the Issuing Lender and, to the extent not inconsistent therewith, the laws of the State of New York. (c) . The Issuing Lender shall not at any time be obligated to issue any the Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement Applicable Law. References herein to “issue” and derivations thereof with respect to the Letter of LawCredit shall also include extensions or modifications of the Letter of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- each Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue commercial and standby letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower or any Subsidiary on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such Issuing Lender; provided that -------- no Issuing Lender -------- shall not have any obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the relevant Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the -------- renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The No Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the such Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower or any Subsidiary Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not issue any Letter of Credit if, after giving effect to such issuance, the L/C Obligations aggregate amount of the Available Revolving Commitments would exceed the lesser of (x) $5,000,000 or (y) the Total Available Commitment at such timebe less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the automatic renewal or renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- Issuing Lender, hereof and in reliance on the agreements of the other Lenders set forth in Section subsection 3.4(a), each Issuing Lender agrees to issue letters of credit (the "Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such Issuing Lender; provided provided, that an Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Revolving Termination Date and (y) the date which is 12 months after its date of issuanceDate. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The An Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, violate or cause the violation by such Issuing Lender or any other Lender to exceed L/C Participant of any limits imposed by, by any applicable Requirement of LawLaw (exclusive of any organizational or governance document of any Lender or Agent) imposed after the Closing Date.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit substantially in the form of Exhibit H hereto ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one–year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- each Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such Issuing Lender; provided that such Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeCommitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $250,000 (unless otherwise agreed by such Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date which that is 12 months after its date of issuancefive Business Days prior to the Revolving Termination Date. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The No Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the such Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing LenderBank, in reliance on the agreements of the other Lenders Banks set forth in Section 3.4(asubsection 4.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower HCC on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such the Issuing LenderBank; provided that the Issuing Lender -------- Bank shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total Available Commitment at such time. would be less than zero. (b) Each Letter of Credit shall shall: 42 37 (i) be denominated in Dollars and shall be either (1) a standby letter of credit issued to support obligations of HCC (a "Standby Letter of Credit"), or (2) a commercial letter of credit issued in respect of the purchase of goods or services by HCC and its Subsidiaries in the ordinary course of business (a "Commercial Letter of Credit") and (ii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after its date of issuanceDate. (bc) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (cd) The Issuing Lender Bank shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender Bank or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Credit Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Credit Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after its date of issuancethree Business Days prior to the Maturity Date. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders and the Loan Parties set forth herein and in Section 3.4(a)the other Loan Documents, agrees to issue documentary or standby letters of credit ("the “Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Initial Revolving Availability Period in such customary form as may be approved from time to time by such the Issuing Lender; provided provided, that the Issuing Lender -------- shall not have no obligation to issue or cause to be issued any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $200,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after first anniversary of its date of issuance.45 (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would (i) conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of LawLaw or (ii) violate one or more policies of general application of the Issuing Lender now or hereafter in effect.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders and the Loan Parties set forth herein and in Section 3.4(a)the other Loan Documents, agrees to issue documentary or standby letters of credit ("the “Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Initial Revolving Availability Period in such customary form as may be approved from time to time by such the Issuing Lender; provided provided, that the Issuing Lender -------- shall not have no obligation to issue or cause to be issued any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $200,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date which that is 12 months after its date five (5) Business Days prior to the Initial Revolving Termination Date; provided, that any Letter of issuance.Credit with a one-year term may provide for the extension thereof for additional one-year periods (or a longer period if agreed to 42 (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would (i) conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of LawLaw or (ii) violate one or more policies of general application of the Issuing Lender now or hereafter in effect.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- --------------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for ----------------- the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Borrower shall not request the Issuing Lender -------- shall not to issue any -------- Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $2,500,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) date that is five Business Days prior to the Revolving Termination Date and (y) the date which is 12 months after its date of issuanceDate. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, the L/C Obligations aggregate amount of the Available Revolving Commitments would exceed the lesser of (x) $5,000,000 or (y) the Total Available Commitment at such timebe less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue standby letters of credit substantially in the form of Exhibit H hereto ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Revolving Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- each Issuing Lender, in reliance on the agreements of the other Revolving Credit Lenders set forth in Section 3.4(a), agrees to issue letters Trade Letters of credit Credit or Standby Letters of Credit ("the “Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Revolving Credit Commitment Period in such customary form as may the Borrower shall request that shall be approved from time reasonably acceptable to time by such Issuing Lender; provided that no Issuing Lender -------- shall not issue any Letter of Credit if, if after giving effect to such issuance, (A) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yB) the Total aggregate amount of the Available Commitment at such timeRevolving Credit Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) (I) the Termination Date first anniversary of its date of issuance, in the case of Standby Letters of Credit or (II) One Hundred Eighty (180) calendar days from the date of its issuance, in the case of Trade Letters of Credit and (y) the Revolving Credit Termination Date; provided that any Letter of Credit with a one-year term may provide for the automatic renewal thereof for additional one-year periods (which shall in no event extend beyond the date which is 12 months after its date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The No Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the such Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of Credit") for ----------------- the -------------- ----------------- account of the Borrower on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided -------- that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the L/C Commitment or (ii) the Total Extensions of Credit would exceed the lesser of (x) $5,000,000 or the Total Commitments and (y) the Total Available Commitment at such timeBorrowing Base then in effect. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions -------------- hereof, -------------- Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), Lender agrees to issue standby letters of credit ("Letters of Credit") for the -------------- ----------------- account of the Borrower on any Business Day from the Closing Date through but not including the Termination Date in such customary form as may be approved from time to time by such Issuing the Lender; provided provided, that Issuing the Lender shall have -------- shall not no obligation to issue any Letter of Credit if, after giving effect to such issuance, (a) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yb) the Total Available Commitment at such timewould be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and in a minimum amount of $10,000, (ii) be a standby letter of credit issued to support obligations of the Borrower or any of its Subsidiaries, contingent or otherwise, incurred in the ordinary course of business, (iii) expire on a date satisfactory to the Lender, which date shall be no later than the earlier of (x) the Termination Date and (yiv) the date which is 12 months after its date of issuance. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) Georgia. The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender to exceed any limits imposed by, any applicable Requirement Applicable Law. References herein to "issue" and derivations thereof with respect to Letters of LawCredit shall also include extensions or modifications of any existing Letters of Credit, unless the context otherwise requires.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of -------------- ---------- Credit") for the -------------- ----------------- account of the Borrower on any Business Day in such ------ customary form as may be approved from time to time by such Issuing Lender; provided that Issuing Lender -------- shall not issue any Letter of Credit if, after -------- giving effect to such issuance, the L/C Obligations would exceed the lesser of (x) $5,000,000 50,000,000 or (y) the Total Aggregate Available Revolving Credit Commitment at such time. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date and (y) the date which is 12 months after its date of issuance. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- Issuing Lenderthe L/C Issuer, in reliance on the agreements of the other Lenders set forth in Section 3.4(a3.3(a), agrees to issue letters of credit L/Cs ("Letters of CreditL/Cs") for the -------------- ----------------- account of the Borrower DW Animation on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such Issuing Lenderthe L/C Issuer; provided that Issuing Lender -------- the L/C Issuer shall not have no obligation to issue any Letter of Credit L/C if, after giving effect to such issuance, the sum of the L/C Obligations would exceed the lesser of (x) $5,000,000 or (y) the Total Available Commitment at such timeL/C Commitment. Each Letter of Credit shall L/C (i) shall be denominated in Dollars and Dollars, (ii) shall expire no later than the earlier of (x) the fifth Business Day prior to the Scheduled Termination Date and (y) the date which is 12 months after its first anniversary of the date of issuanceissuance thereof, provided that any L/C with a one-year tenor may provide for the renewal thereof for additional one-year periods, and provided, further, that in no event shall such L/C extend beyond the date that is the fifth Business Day prior to the Scheduled Termination Date) and (iii) unless otherwise agreed by the L/C Issuer in its sole discretion, shall be in a face amount of at least $1,000,000. It is understood that the letter of credit described on Schedule 3.1 hereto shall be a "L/C" for all purposes of this Agreement. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender L/C Issuer shall not at any time be obligated to issue any Letter of Credit L/C hereunder if such issuance would conflict with, or cause the Issuing Lender L/C Issuer or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower Company on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeLoan Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars and (ii) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Maturity Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Revolving Lenders set forth in Section 3.4(a), agrees to issue letters of credit ("Letters of ---------- Credit") for the -------------- ----------------- account of the Borrower on any Business Day during the ------ Revolving Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender shall have no obligation to -------- shall not issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeRevolving Commitments would be less than zero. Each Letter of Credit shall (i) be denominated in Dollars Dollars, (ii) have a face amount of at least $100,000 (unless otherwise agreed by the Issuing Lender) and (iiiii) expire no later than the earlier of (x) date that is five Business Days prior to the Revolving Termination Date and (y) the date which is 12 months after its date of issuanceDate. (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.

L/C Commitment. (a) Subject to the terms and conditions hereof, -------------- the Issuing Lender, in reliance on the agreements of the other Lenders set forth in Section 3.4(a2.8(a), agrees to issue letters of credit ("“Letters of Credit"”) for the -------------- ----------------- account of the Borrower on any Business Day during the Commitment Period in such customary form as may be approved from time to time by such the Issuing Lender; provided that the Issuing Lender -------- shall not have no obligation to issue any Letter of Credit if, after giving effect to such issuance, (i) the L/C Obligations would exceed the lesser of (x) $5,000,000 L/C Commitment or (yii) the Total aggregate amount of the Available Commitment at such timeCommitments minus the aggregate amount of reserves established (and then in effect) by the Administrative Agent pursuant to Section 2.1(c) would be less than zero. Each Letter of Credit shall (iA) be denominated in Dollars Dollars, (B) have a face amount of at least $500,000 (unless otherwise agreed by the Issuing Lender) and (iiC) expire no later than the earlier of (x) the Termination Date first anniversary of its date of issuance and (y) the date that is five Business Days prior to the Termination Date, provided that any Letter of Credit with a one-year term may provide for the renewal thereof for additional one-year periods (which is 12 months after its shall in no event extend beyond the date of issuancereferred to in clause (y) above). (b) Each Letter of Credit shall be subject to the Uniform Customs and, to the extent not inconsistent therewith, the laws of the State of New York. (c) The Issuing Lender shall not at any time be obligated to issue any Letter of Credit hereunder if such issuance would conflict with, or cause the Issuing Lender or any other Lender L/C Participant to exceed any limits imposed by, any applicable Requirement of Law.