Letter of Credit Drawings. The obligations of the [[Organization A:Organization]] under this Agreement and any Letter of Credit Agreement and any other agreement or instrument relating to or any Letter of Credit shall be absolute, unconditional and irrevocable, and shall be paid strictly in accordance with the terms of this Agreement, such Letter of Credit Agreement and such other agreement or instrument under all circumstances, including, without limitation, the following circumstances (it being understood that any such payment by the [[Organization A:Organization]] is without prejudice to, and does not constitute a waiver of, any rights the [[Organization A:Organization]] might have or might acquire as a result of the payment by any [[Organization B:Organization]] of any draft or the reimbursement by the [[Organization A:Organization]] thereof):

Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be deemed to be the stated amount of such Letter of Credit in effect at such time; provided, however, that with respect to any Letter of Credit that, by its terms or the terms of any Issuer Document related thereto, provides for one or more automatic increases in the stated amount thereof, the amount of such Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is in effect at such time.

Letter of Credit Fees. The ​ shall pay to the [[Administrative Agent:Organization]] for the account of each Revolving [[Organization A:Organization]] in accordance, subject to [Section 2.15], with its Applicable Revolving Percentage a Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Rate times the daily amount available to be drawn under such Letter of Credit. For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with [Section 1.06]. Letter of Credit Fees shall be # due and payable on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand and # computed on a quarterly basis in arrears. If there is any change in the Applicable Rate during any quarter, the daily amount available to be drawn under each Letter of Credit shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. Each Defaulting [[Organization A:Organization]] shall be entitled to receive Letter of Credit Fees for any period during which that [[Organization A:Organization]] is a Defaulting [[Organization A:Organization]] only to the extent allocable to its Applicable Revolving Percentage of the stated amount of Letters of Credit for which it has provided Cash Collateral pursuant to [Section 2.14].

“Loan Documents” means this Agreement, each Note, each Letter of Credit Document, each Designation Letter and each Termination Letter.

Conditions to Funding of Each Loan. Prior to the funding of each Loan, the following conditions with respect to such Loan shall have been satisfied by Borrower or waived by Agent and the ​:

Base Rate Loans, Swing Loans in Dollars and Letter of Credit Loans. If such Loan is either a Revolving Loan, a Swing Loan that is denominated in Dollars or a Letter of Credit Loan which, in each case, bears interest at the Base Rate, a rate per annum equal at all times to the Base Rate in effect from time to time, payable on # each Quarterly Date while such Revolving Loan or Swing Loan is outstanding or # the last day of each month during which such Letter of Credit Loan is outstanding, and in each case, on the date such Revolving Loan, Swing Loan or Letter of Credit Loan shall be paid in full.

The Letter of Credit Commitment. (a) Subject to the terms and conditions set forth herein, # each L/C Issuer severally agrees, in reliance upon the agreements of the Lenders set forth in this Section 2.03, # from time to time on any Business Day during the period from the ClosingRestatement Date until the Letter of Credit Expiration Date, to issue Letters of Credit for the account of the Borrowers or their Restricted Subsidiaries, and to amend or extend Letters of Credit previously issued by it, in accordance with [Section 2.03(b), and (2)])] to honor drawings under the Letters of Credit issued by it; and # the Lenders severally agree to participate in Letters of Credit issued for the account of the Borrowers or their Restricted Subsidiaries and any drawings thereunder; provided that after giving effect to any L/C Credit Extension with respect to any Letter of Credit, # the Total Outstandings shall not exceed the Aggregate Commitments, # the aggregate Revolving Credit Exposure of any Lender shall not exceed such Lender’s Commitment, # the Outstanding Amount of the L/C Obligations shall not exceed the Letter of Credit Sublimit and # the Outstanding Amount of the Letters of Credit issued by any L/C Issuer shall not exceed such L/C Issuer’s Letter of Credit Commitment. Each request by the Partnership for the issuance or amendment of a Letter of Credit shall be deemed to be a representation by the Borrowers that the L/C Credit Extension so requested complies with the conditions set forth in the proviso to the preceding sentence. Within the foregoing limits, and subject to the terms and conditions hereof, the Borrowers’ ability to obtain Letters of Credit shall be fully revolving, and accordingly the Borrowers may, during the foregoing period, obtain Letters of Credit to replace Letters of Credit that have expired or that have been drawn upon and reimbursed. All Existing Letters of Credit shall be deemed to have been issued pursuant hereto, and from and after the Closing Date shall be subject to and governed by the terms and conditions hereof.

“Letter of Credit” means any letter of credit issued pursuant to this Agreement and each of the Existing Letters of Credit, in each case, other than any such letter of credit that shall have ceased to be a “Letter of Credit” outstanding hereunder pursuant to [Section 10.05].

On the Effective Date, without further action by any party hereto # each Existing Letter of Credit shall be deemed to be a Letter of Credit issued hereunder on such date and # each issuer of an Existing Letter of Credit shall be deemed to have granted to each Lender, and each Lender shall be deemed to have acquired from each issuer of an Existing Letter of Credit, a participation in each Existing Letter of Credit in accordance with [Section 2.18(a)].