Illegality. If, in any applicable jurisdiction, the Administrative Agent, any Issuing Lender or any Lender determines that any Applicable Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Administrative Agent, any Issuing Lender or any Lender to # perform any of its obligations hereunder or under any other Loan Document, # to fund or maintain its participation in any Loan or # issue, make, maintain, fund or charge interest or fees with respect to any Extension of Credit, such Person shall promptly notify the Administrative Agent, then, upon the Administrative Agent notifying the Borrower, and until such notice by such Person is revoked, any obligation of such Person to issue, make, maintain, fund or charge interest or fees with respect to any such Extension of Credit shall be suspended, and to the extent required by Applicable Law, cancelled. Upon receipt of such notice, the Credit Parties shall, # repay that Person’s participation in the Loans or other applicable Obligations on the last day of the Interest Period for each Loan, or on another applicable date with respect to another Obligation, occurring after the Administrative Agent has notified the Borrower or, in each case, if earlier, the date specified by such Person in the notice delivered to the Administrative Agent (being no earlier than the last day of any applicable grace period permitted by Applicable Law) and # take all reasonable actions requested by such Person to mitigate or avoid such illegality.

Illegality. If, in any applicable jurisdiction, the Administrative Agent, any IssuingIssuer Lender or any Lender determines that any Applicable Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Administrative Agent, any IssuingIssuer Lender or any Lender to # perform any of its obligations hereunder or under any other Loan Document, # to fund or maintain its participation in any Loan or # issue, make, maintain, fund or charge interest or fees with respect to any Extension of Credit, such Person shall promptly notify the Administrative Agent, then, upon the Administrative Agent notifying the Borrower, and until such notice by such Person is revoked, any obligation of such Person to issue, make, maintain, fund or charge interest or fees with respect to any such Extension of Credit shall be suspended, and to the extent required by Applicable Law, cancelled. Upon receipt of such notice, the CreditLoan Parties shall, # repay that Person’s participation in the Loans or other applicable Obligations on the last day of the Interest Period for each Loan,Loan or on another applicable date with respect to another Obligation,other Obligation occurring after the Administrative Agent has notified the Borrower or, in each case, if earlier, the date specified by such Person in the notice delivered to the Administrative Agent (being no earlier than the last day of any applicable grace period permitted by Applicable Law) and # take all reasonable actions requested by such Person to mitigate or avoid such illegality.

If, in any applicable jurisdiction, the Administrative Agent, any Issuing Lenderthe L/C Issuer or any Lender determines that any Applicable Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Administrative Agent, any Issuing Lenderthe L/C Issuer or any Lender to # perform any of its obligations hereunder or under any other Loan Document, # to fundfund, hold a commitment or maintain its participation in any Loan or Letter of Credit or # issue, make, maintain, fund or charge interest or fees with respect to any Credit Extension of Credit, such Person shall promptly notify the Administrative Agent, then, upon the Administrative Agent notifying the Borrower,Company, and until such notice by such Person is revoked, any obligation of such Person to issue, make, maintain, fund or charge interest or fees with respect to any such Credit Extension of Credit shall be suspended, and to the extent required by Applicable Law, cancelled. Upon receipt of such notice, the CreditLoan Parties shall, # repay that Person’s participation in the Loans or other applicable Obligations on the last day of the Interest Period for each Loan,Loan or on another applicable date with respect to another Obligation,other Obligation occurring after the Administrative Agent has notified the BorrowerCompany or, in each case, if earlier, the date specified by such Person in the notice delivered to the Administrative Agent (being no earlier than the last day of any applicable grace period permitted by Applicable Law), # to the extent applicable to the L/C Issuer, Cash Collateralize that portion of applicable L/C Obligations comprised of the aggregate undrawn amount of Letters of Credit to the extent not otherwise Cash Collateralized and # take all reasonable actions requested by such Person to mitigate or avoid such illegality.

If, in any applicable jurisdiction, the Administrative Agent, any Issuing Bank or any Lender or any LenderApplicable Lending Installation determines that any Applicable Lawapplicable law or regulation has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Administrative Agent, any Issuing LenderBank or any Lender or its Applicable Lending Installation to # perform any of its obligations hereunder or under any other Loan Document,Document with respect to any Foreign Subsidiary Borrower, # to fund or maintain its participation in any Loan made to any Foreign Subsidiary Borrower or # issue, make, maintain, fund or charge interest or fees with respect to any Extension of Credit,credit extension to any Foreign Subsidiary Borrower, such Person shall promptly notify the Administrative Agent, then, upon the Administrative Agent notifying the Borrower,Company, and until such notice by such Person is revoked, any obligation of such Person to issue, make, maintain, fund or charge interest or fees with respect to any such Extension of Creditcredit extension shall be suspended, andand, to the extent required by Applicable Law,applicable law or regulation, cancelled. Upon receipt of such notice, the CreditLoan Parties shall, # repay that Person’s participation in thesuch Loans or other applicable Obligations on the last day of the Interest Period for each Loan,such Loan or on another applicable date with respect to another Obligation,other Obligation occurring after the Administrative Agent has notified the BorrowerCompany or, in each case, if earlier, the date specified by such Person in the notice delivered to the Administrative Agent (being no earlier than the last day of any applicable grace period permitted by Applicableapplicable Law) and # take all reasonable actions requested by such Person to mitigate or avoid such illegality.

If, in any applicable jurisdiction, the Administrative Agent, any Issuing LenderBank or any Lender or its Applicable Lending Installation determines that any ApplicableRequirement of Law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Administrative Agent, any Issuing LenderBank or any Lender or its Applicable Lending Installation to # perform any of its obligations hereunder or under any other Loan Document, # to fund or maintain its participation in any Loan or Letter of Credit or # issue, make, maintain, fund or charge interest or fees with respect to any ExtensionLoan or Letter of Credit,Credit to any Foreign Subsidiary Borrower, such Person shall promptly notify the Administrative Agent, then, upon the Administrative Agent notifying the Borrower,Company, and until such notice by such Person is revoked, any obligation of such Person to issue, make, maintain, fund or charge interest or fees with respect to any such ExtensionLoan or Letter of Credit shall be suspended, and to the extent required by Applicableapplicable Requirement of Law, cancelled. Upon receipt of such notice, the Credit Partiesapplicable Borrower shall, # repay that Person’s participation in the Loans or other applicable Obligations on the last day of the Interest Period for each Loan,Loan or on another applicable date with respect to another Obligation,other Obligation occurring after the Administrative Agent has notified the BorrowerCompany or, in each case, if earlier, the date specified by such Person in the notice delivered to the Administrative Agent (being no earlier than the last day of any applicable grace period permitted by Applicableapplicable Requirement of Law), # to the extent applicable to any Issuing Bank, cash collateralize in accordance with [Section 2.05(j)] that portion of applicable LC Exposure comprised of the aggregate undrawn amount of Letters of Credit to the extent not otherwise cash collateralized and # take all reasonable actions requested by such Person to mitigate or avoid such illegality.