Release of Amounts. So long as no Event of Default shall have occurred and be continuing or would result therefrom and except with respect to the amounts required to be deposited in the LC Cash Collateral Account pursuant to §4.16(a) above, if any, Agent will pay and release to the Borrowers or at their order or, at the request of the Borrowers, to Agent to be applied to the Obligations of the Borrowers under the Loan Documents such amount, if any, as is then on deposit in the LC Cash Collateral Account.

Release of Amounts. So long as no Event of Default shall have occurred and be continuing or would result therefrom and except with respect to the amounts required to be deposited in the LC Cash Collateral Account pursuant to §4.16(a) above, if any, Agent will pay and release to Borrower or at Borrower’s order or, at the request of Borrower, to Agent to be applied to the Obligations under the Loan Documents such amount, if any, as is then on deposit in the LC Cash Collateral Account.

If any Event of Default shall have occurred and be continuing, Agent may, or shall at the request of the Required Lenders, irrespective of whether it is taking any of the actions described in §12.4 or §4.16(e) or otherwise, make demand upon the Borrowers to, and forthwith upon such demand the Borrowers will, pay to Agent on behalf of Lenders in same day funds at Agent’s office designated in such demand, for deposit in the LC Cash Collateral Account, an amount equal to the LC Exposure at such time. If at any time Agent or an Issuing Lender determines that any funds held in the LC Cash Collateral Account are subject to any right or claim of any Person other than Agent and Lenders with respect to the Obligations of the Loan Parties under the Loan Documents, or that the total amount of such funds is less than the LC Exposure, the Borrowers will, forthwith upon demand by Agent, pay to Agent, as additional funds to be deposited and held in the LC Cash Collateral Account, an amount equal to the excess of # the LC Exposure over # the total amount of funds, if any, then held in the LC Cash Collateral Account that Agent determines to be free and clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit in the LC Cash Collateral Account, such funds shall be applied to reimburse the applicable Issuing Lender or Lenders, as applicable, to the extent permitted by applicable law.

If any Event of Default shall have occurred and be continuing, Agent may, or shall at the request of the Required Lenders, irrespective of whether it is taking any of the actions described in §12.4 or §4.16(e) or otherwise, make demand upon Borrower to, and forthwith upon such demand Borrower will, pay to Agent on behalf of Lenders in same day funds at Agent’s office designated in such demand, for deposit in the LC Cash Collateral Account, an amount equal to the LC Exposure at such time. If at any time Agent or an Issuing Lender determines that any funds held in the LC Cash Collateral Account are subject to any right or claim of any Person other than Agent and Lenders with respect to the Obligations of the Loan Parties under the Loan Documents, or that the total amount of such funds is less than the LC Exposure, Borrower will, forthwith upon demand by Agent, pay to Agent, as additional funds to be deposited and held in the LC Cash Collateral Account, an amount equal to the excess of # the LC Exposure over # the total amount of funds, if any, then held in the LC Cash Collateral Account that Agent determines to be free and clear of any such right and claim. Upon the drawing of any Letter of Credit for which funds are on deposit in the LC Cash Collateral Account, such funds shall be applied to reimburse the applicable Issuing Lender or Lenders, as applicable, to the extent permitted by applicable law.

Agent shall have the sole right to direct the disposition of funds with respect to the LC Cash Collateral Account subject to the provisions of this Agreement, and it shall be a term and condition of such LC Cash Collateral Account that, except as otherwise provided herein, notwithstanding any term or condition to the contrary in any other agreement relating to the LC Cash Collateral Account, as the case may be, that no amount (including, without limitation, interest on Cash Equivalents credited thereto) will be paid or released to or for the account of, or withdrawn by or for the account of, Borrower or any other Person from the LC Cash Collateral Account; provided, however, that if no Event of Default is in effect, such funds shall, at Borrower’s option, be released to pay the amounts then due to the beneficiaries of the Letters of Credit after a proper draw thereunder; and

Agent shall have the sole right to direct the disposition of funds with respect to the LC Cash Collateral Account subject to the provisions of this Agreement, and it shall be a term and condition of such LC Cash Collateral Account that, except as otherwise provided herein, notwithstanding any term or condition to the contrary in any other agreement relating to the LC Cash Collateral Account, as the case may be, that no amount (including, without limitation, interest on Cash Equivalents credited thereto) will be paid or released to or for the account of, or withdrawn by or for the account of, the Borrowers or any other Person from the LC Cash Collateral Account; provided, however, that if no Event of Default is in effect, such funds shall, at the Borrowers’ option, be released to pay the amounts then due to the beneficiaries of the Letters of Credit after a proper draw thereunder; and