Reallocation of Applicable Revolving Percentages to Reduce Fronting Exposure. All or any part of such Defaulting Lender’s participation in L/C Obligations and Swingline Loans shall be reallocated among the Non-Defaulting Lenders in accordance with their respective Applicable Revolving Percentages (calculated without regard to such Defaulting Lender’s Commitment) but only to the extent that such reallocation does not cause the aggregate Revolving Exposure of any Non-Defaulting Lender to exceed such Non-Defaulting Lender’s Revolving Commitment. Subject to Section 11.20, no reallocation hereunder shall constitute a waiver or release of any claim of any party hereunder against a Defaulting Lender arising from that Lender having become a Defaulting Lender, including any claim of a Non-Defaulting Lender as a result of such Non-Defaulting Lender’s increased exposure following such reallocation.

“Applicable Percentage” means, at any time, with respect to any Revolving Lender, the percentage of the Aggregate Revolving Commitment represented by such Lender’s Revolving Commitment at such time, subject to adjustment as required to give effect to any reallocation of LC Exposure made pursuant to paragraph [(c) or (d) of Section 2.20] or the final paragraph of [Section 2.20]. If the Revolving Commitments have terminated or expired, the Applicable Percentages shall be determined based upon the Revolving Commitments most recently in effect, giving effect to any assignments and to any Revolving Lender’s status as a Defaulting Lender at the time of determination.

Cash Collateral, Repayment of Swing Line Loans. If the reallocation described in [Section 2.17(a)(iv)] cannot, or can only partially, be effected, [[Released U.K. Borrowers:Organization]] shall, without prejudice to any right or remedy available to it hereunder or under applicable Law, # first, prepay # Domestic Swing Line Loans in an amount equal to the Domestic Swing Line Lenders’ Fronting Exposure, and # Canadian Swing Line Loans in an amount equal to the Canadian Swing Line Lender’s Fronting Exposure, and # U.K. Swing Line Loans in an amount equal to the U.K. Swing Line Lender’s Fronting Exposure, and # second, Cash Collateralize the L/C Issuers’ Fronting Exposure in accordance with the procedures set forth in Section 2.16.

of the definition of such term) shall be reallocated among the non-Defaulting Lenders that are Revolving Facility Lenders in accordance with their respective Revolving Facility Percentages but only to the extent that such reallocation does not, as to any non-Defaulting Lender, cause such non- Defaulting Lender’s Revolving Facility Credit Exposure to exceed its Revolving Facility Commitment and the conditions set forth in Section 4.02 are satisfied at such time;

Release. Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following # the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the applicable Lender (or, as appropriate, its assignee following compliance with [Section 12.8(b)(vii)])) or # the

so long as the conditions set forth in Section 5.2 are satisfied at the time of such reallocation as if such reallocation were an extension of credit hereunder (and, unless the Borrowers shall have otherwise notified the Administrative Agent at such time, the Borrowers shall be deemed to have represented and warranted that such conditions are satisfied at such time), all or any part of the unfunded LC Exposure of such Defaulting [[Organization A:Organization]] shall be reallocated among the non-Defaulting Lenders in accordance with their respective Revolving Loan Commitment Percentages, but only to the extent # the sum of all non-Defaulting Lenders’ Revolving Credit Exposures plus such Defaulting [[Organization A:Organization]]’s unfunded LC Exposure does not exceed the total of all non-Defaulting Lenders’ Commitments and # such reallocation does not cause a non-Defaulting [[Organization A:Organization]]’s Revolving Credit Exposure to exceed its Commitment;

Cash Collateral. If the reallocation described in clause (a)(iv) above cannot, or can only partially, be effected, the [[Consolidated Parties:Organization]] shall, within two (2) Business Days and without prejudice to any right or remedy available to it hereunder or under Applicable Law, Cash Collateralize the L/C Issuers’ Fronting Exposure in accordance with the procedures set forth in Section 2.15.

all of such LC Exposure held by the Non-Extending [[Consenting Lenders:Organization]] shall be reallocated among the remaining [[Consenting Lenders:Organization]] in accordance with their respective Applicable Dollar Percentages or Applicable Multicurrency Percentages, as the case may be, but only to the extent # the sum of all Revolving Credit Exposures (other than Loans of Non-Extending [[Consenting Lenders:Organization]]) does not exceed the total of all Extending [[Consenting Lenders:Organization]]’ Commitments, # no Extending Lender’s Revolving Credit Exposure will exceed such Lender’s Commitment, and # the conditions set forth in Section 4.02 are satisfied at such time; and

Repayment of Swing Advances. If the reallocation described in subsection # above cannot, or can only partially, be effected, the Borrower shall, without prejudice to any right or remedy available to it hereunder or under law, prepay Swing Advances in an amount equal to the Swingline Lenders’ Fronting Exposure. So long as any Lender is a Defaulting Lender, the Swingline Lender shall not be required to fund any Swing Advances unless it is satisfied that it will have no Fronting Exposure after giving effect to such Swing Advance.

if the reallocation described in [clause (i) above] cannot, or can only partially, be effected, the Borrower shall within one (1) Business Day following notice by the Administrative Agent # first, prepay such Swingline Exposure and # second, cash collateralize for the benefit of the Issuing Bank only the Borrower’s obligations corresponding to such Defaulting Lender’s Revolving L/C Exposure (after giving effect to any partial reallocation pursuant to [clause (i) above]) in accordance with the procedures set forth in [Section 2.05(j)] for so long as such Revolving L/C Exposure is outstanding;