Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, # the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this Section) shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​), # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Dollar Commitments, # the total Revolving Multicurrency Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if # (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), immediately after giving effect to such issuance, amendment, renewal or extension,extension # the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this Section) shall not exceed ​ (or,, # the LC Exposure in respect of Letters of Credit issued by such Issuing Bank does not exceed its Letter of Credit Sublimit (unless such Issuing Bank agrees to do so long as ​ is the Issuing Bank, ​, without the prior written consent of ​),in its sole discretion) and # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Dollar Commitments, # the total Revolving Multicurrency Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Multicurrency CommitmentsCommitments, and # the total Covered Debt AmountIssuing Bank shall not exceedhave received written notice from the Borrowing Base thenAdministrative Agent (at the request of the Required Lenders) at least one Business Day prior to the requested date of issuance, amendment, renewal or extension that one or more of the conditions contained in effect.[Section 4.02] shall not be satisfied with respect thereto.

Limitations on Amounts. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension,extension # the aggregate LC Exposure at such time of the Issuing Banks (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this [Section 2.05]) shall not exceed ​, and the LC Exposure at such time of any Issuing Bank (determined for these purposes without giving effect to the participations therein of the _Consenting Lenders:​ pursuant to paragraph # of this Section)[Section 2.05]) shall not exceed ​ (or, so longthe amount set forth opposite the name of such Issuing Bank on [Schedule IX] (or such greater amount as ​ ismay be agreed between the Borrower and such Issuing Bank, ​, without the prior written consent of ​)Bank from time to time), # the total Revolving Multicurrency Credit Exposures shall not exceed the aggregate Multicurrency Commitments and the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)Exposure shall not exceed the aggregate Dollar Commitments, # with respect to each Issuing Bank, the totalsum of such Issuing Bank’s outstanding Revolving Multicurrency Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)Loans, LC Exposure and Swingline Exposure (if any) of such Class shall not exceed the aggregate Multicurrency Commitmentsits Commitment of such Class and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.

Limitations on Amounts.Amounts, Issuance and Amendment. A Letter of Credit shall be issued, amended, renewedextended, reinstated or extendedrenewed only if (and upon issuance, amendment, renewalextension, reinstatement or extensionrenewal of each Letter of Credit the Borrower​ shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewalextension, reinstatement or extension,renewal # the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this Section) shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​), # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)L/C Obligations shall not exceed the aggregate Dollar Commitments,Letter of Credit Sublimit, # the Revolving Credit Exposure of any Revolving Lender shall not exceed its Revolving Credit Commitment, # the sum of the total Revolving Multicurrency Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Multicurrency CommitmentsAggregate Revolving Credit Commitments, and # the total Covered Debt Amount shallaggregate undrawn amount of all outstanding Letters of Credit issued by any L/C Issuer plus the aggregate amount of all Unreimbursed Amounts pursuant to any Letter of Credit issued by such L/C Issuer does not exceed the Borrowing Base then in effect.such L/C Issuer’s Letter of Credit Commitment.

Limitations on Amounts.Amounts, Issuance and Amendment. A Letter of Credit shall be issued, amended, renewedextended, reinstated or extendedrenewed only if (and upon issuance, amendment, renewalextension, reinstatement or extensionrenewal of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewalextension, reinstatement or extension,renewal # the aggregate LC Exposureamount of the Issuing Bank (determined for these purposes without giving effect tooutstanding Letters of Credit issued by the participations therein of the ​ pursuant to paragraph # of this Section)L/C Issuer shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​),its L/C Commitment, # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)aggregate L/C Obligations shall not exceed the aggregate Dollar Commitments,L/C Sublimit, # the total Revolving Multicurrency Credit Exposures (excluding, afterExposure of any Lender shall not exceed its Revolving Commitment and # the Existing Commitment Termination Date, Non-Extended Loans)Total Revolving Exposure shall not exceed the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.Revolving Commitments.

Limitations on Amounts.Amounts, Issuance and Amendment. A Letter of Credit shall be issued, amended, renewedextended, reinstated or extendedrenewed only if (and upon issuance, amendment, renewalextension, reinstatement or extensionrenewal of each Letter of Credit the applicable Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewalextension, reinstatement or extension,renewal # the aggregate LC Exposureamount of the Issuing Bank (determined for these purposes without giving effect to the participations thereinoutstanding Letters of the ​ pursuant to paragraph # of this Section)Credit issued by any L/C Issuer shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​),its L/C Commitment, # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)aggregate L/C Obligations shall not exceed the aggregate Dollar Commitments,L/C Sublimit, # the total Revolving Multicurrency Credit Exposures (excluding, afterExposure of any Lender shall not exceed its Revolving Credit Commitment and # the Existing Commitment Termination Date, Non-Extended Loans)Total Revolving Credit Outstandings shall not exceed the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.Aggregate Revolving Credit Commitments.

If requested by the applicable Issuing Bank, the Borrower also shall submit a letter of credit application on Amounts.such Issuing Bank’s standard form in connection with any request for a Letter of Credit (other than an Existing Letter of Credit). A Letter of Credit shall be issued, amended, renewed or extended by an Issuing Bank only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, # the aggregateportion of the Total LC Exposure attributable to Letters of theCredit issued by such Issuing Bank (determined for these purposes without giving effect towill not, unless such Issuing Bank shall so agree in its sole discretion, exceed the participations thereinLC Issuance Limit of such Issuing Bank, # the ​ pursuant to paragraph # of this Section) shallTotal LC Exposure will not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​), # no Lender’s Credit Exposure will exceed its Commitment and # the total Revolving DollarTotal Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shallExposure will not exceed the aggregate Dollar Commitments, # the total Revolving Multicurrency Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.Limit.

extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on Amounts.which such Letter of Credit is to expire (which shall comply with paragraph # of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the applicable Issuing Bank, the Company (and the applicable Subsidiary if such Letter of Credit is to be issued for the account of a Subsidiary) also shall submit an application and such other agreements on the applicable Issuing Bank’s standard forms in connection with any request for a Letter of Credit, completed to the reasonable satisfaction of the applicable Issuing Bank, and such other certificates, documents and other papers and information as the applicable Issuing Bank may reasonably request. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the BorrowerCompany shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension,extension # the aggregate LC Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this Section) shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​),and # the totalAggregate Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)Exposure shall not exceed the aggregateAggregate Commitments. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the Dollar Commitments, #Equivalent of the total Revolving Multicurrencyoutstanding LC Exposure in respect of all Letters of Credit Exposures (excluding, afterissued by such Person and its Affiliates would exceed such Issuing Bank’s Issuing Bank Sublimit. Without limiting the Existing Commitment Termination Date, Non-Extended Loans)foregoing and without affecting the limitations contained herein, it is understood and agreed that any Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual Issuing Bank Sublimit in effect at the time of such request, and each Issuing Bank may, in its sole discretion, issue Letters of Credit in excess of its individual Issuing Bank Sublimit. Any Letter of Credit so issued by an Issuing Bank in excess of its individual Issuing Bank Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not exceedaffect the Issuing Bank Sublimit of any other Issuing Bank, subject to the limitations on the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base thenLC Exposure set forth in effect.​.

event of any conflict between the terms and conditions of this Agreement and the terms and conditions of any Letter of Credit Agreement, the terms and conditions of this Agreement shall control. A Letter of Credit shall be issued, amended, renewedamended or extended only if (and upon issuance, amendment, renewalamendment or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewalamendment or extension, # the aggregate LCRevolving L/C Exposure of the Issuing Bank (determined for these purposes without giving effect to the participations therein of the ​ pursuant to paragraph # of this Section) shall not exceed U.S.​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​), # the totalTotal Revolving DollarFacility Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans) shall not exceed the aggregate Dollar Commitments, # the total Revolving MulticurrencyFacility Commitments and # each Lender’s Revolving Facility Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)Exposure shall not exceed such Lender’s Revolving Facility Commitment. Notwithstanding the foregoing or anything to the contrary contained herein, no Issuing Bank shall be obligated to issue or modify any Letter of Credit if, immediately after giving effect thereto, the outstanding Revolving L/C Exposure in respect of all Letters of Credit issued by such Person and its Affiliates would exceed such Issuing Bank’s L/C Sublimit. Without limiting the foregoing and without affecting the limitations contained herein, it is understood and agreed that the Borrower may from time to time request that an Issuing Bank issue Letters of Credit in excess of its individual L/C Sublimit in effect at the time of such request, and each Issuing Bank agrees to consider any such request in good faith. Any Letter of Credit so issued by an Issuing Bank in excess of its individual L/C Sublimit then in effect shall nonetheless constitute a Letter of Credit for all purposes of the Credit Agreement, and shall not affect the L/C Sublimit of any other Issuing Bank, subject to the limitations on the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base thenRevolving L/C Exposure set forth in effect.​.

A Letter of Credit shall be issued, amended, renewedextended, reinstated or extendedrenewed only if (and upon issuance, amendment, renewalextension, reinstatement or extensionrenewal of each Letter of Credit the BorrowerCredit, ​ shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewalextension, reinstatement or extension,renewal # the aggregate LC Exposureamount of the Issuing Bank (determined for these purposes without giving effect to the participations thereinoutstanding Letters of the ​ pursuant to paragraph # of this Section)Credit issued by any L/C Issuer shall not exceed ​ (or, so long as ​ is the Issuing Bank, ​, without the prior written consent of ​),its L/C Commitment, # the total Revolving Dollar Credit Exposures (excluding, after the Existing Commitment Termination Date, Non-Extended Loans)aggregate L/C Obligations shall not exceed the aggregate Dollar Commitments,Letter of Credit Sublimit, # the totalDomestic Revolving Multicurrency Credit Exposures (excluding, afterExposure of any Domestic Lender shall not exceed such Domestic Lender’s Domestic Commitment, and # the Existing Commitment Termination Date, Non-Extended Loans)Total Domestic Outstandings shall not exceed the aggregate Multicurrency Commitments and # the total Covered Debt Amount shall not exceed the Borrowing Base then in effect.Aggregate Domestic Commitments.