Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time # the Lender that is a L/C Issuer or a Domestic Swing Line Lender assigns all of its Domestic Commitment, Domestic Revolving Loans and Domestic Swing Line Loans pursuant to [Section 11.06(b), or (ii)])] the Lender that is the Canadian Swing Line Lender assigns all of its Canadian Commitment, Canadian Revolving Loans, and Canadian Swing Line Loans pursuant to [Section 11.06(b), or (iii)])] the Lender that is the U.K. Swing Line Lender assigns all of its U.K. Commitment, U.K. Revolving Loans and U.K. Swing Line Loans pursuant to [Section 11.06(b)], such Person may, # upon forty-five (45) days’ written notice to the applicable Agent, [[Released U.K. Borrowers:Organization]] and the Domestic Lenders, resign as a L/C Issuer, # upon forty-five (45) days’ notice to [[Released U.K. Borrowers:Organization]], resign as a Domestic Swing Line Lender, and/or # upon forty-five (45) days’ notice to the Canadian Borrowers, resign as the Canadian Swing Line Lender, and/or # upon forty-five (45) days’ notice to the U.K. Borrowers, resign as the U.K. Swing Line Lender. In the event of any such resignation as a L/C Issuer, a Domestic Swing Line Lender, or the Canadian Swing Line Lender, or the U.K. Swing Line Lender, [[Released U.K. Borrowers:Organization]] shall be entitled to appoint from among # the Domestic Lenders, a successor L/C Issuer or a Domestic Swing Line Lender, or # the Canadian Lenders, a successor Canadian Swing Line Lender or # the U.K. Lenders, a successor U.K. Swing Line Lender; provided, that, no failure by [[Released U.K. Borrowers:Organization]] to appoint any such successor shall affect the resignation of such Person as a L/C Issuer, a Domestic Swing Line Lender, and/or the Canadian Swing Line Lender and/or the U.K. Swing Line Lender, as the case may be. If such Person resigns as a L/C Issuer, it shall retain all the rights, powers, privileges and duties of a L/C Issuer hereunder with respect to all Letters of Credit issued by it and outstanding as of the effective date of its resignation as a L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Domestic Lenders to make Domestic Revolving Loans that are Domestic Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(f)]). If such Person resigns as a Domestic Swing Line Lender, it shall retain all the rights of a Domestic Swing Line Lender provided for hereunder with respect to Domestic Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Domestic Lenders to make Domestic Revolving Loans that are Domestic Base Rate Loans or fund risk participations in outstanding Domestic Swing Line Loans pursuant to [Section 2.04(c)(i)]. If such Person resigns as the Canadian Swing Line Lender, it shall retain all the rights of the Canadian Swing Line Lender provided for hereunder with respect to Canadian Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Canadian Lenders to make Canadian Revolving Loans that are Canadian Base Rate Loans or Canadian Prime Rate Loans, as applicable, or fund risk participations in outstanding Canadian Swing Line Loans pursuant to [Section 2.04(c)(ii)]. If such Person resigns as the U.K. Swing Line Lender, it shall retain all the rights of the U.K. Swing Line Lender provided for hereunder with respect to U.K. Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the U.K. Lenders to make U.K. Revolving Loans or fund risk participations in outstanding U.K. Swing Line Loans pursuant to [Section 2.04(c)(iii)]. Upon the appointment of a successor L/C Issuer, Domestic Swing Line Lender, and/or Canadian Swing Line Lender, and/or U.K. Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer, Domestic Swing Line Lender, or Canadian Swing Line Lender, or U.K. Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to the retiring Person to effectively assume the obligations of such Person with respect to such Letters of Credit. [Schedule 2.03] and [Schedule 2.04] shall be deemed to be automatically updated to reflect the L/C Commitment, the Domestic Swing Line Commitment, the Canadian Swing Line Commitment, and/or the U.K.Canadian Swing Line Commitment of any Person that becomes a L/C Issuer, a Domestic Swing Line Lender, or the Canadian Swing Line Lender, or the U.K. Swing Line Lender after the Closing Date pursuant to this [Section 11.06(f)].

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Domestic Administrative Agent:Organization]] assigns all of its Commitment and Loans pursuant to subsection # above, # [[Domestic Administrative Agent:Organization]] may, # upon thirty days’ notice to the Borrowers and the Lenders, resign as Domestic L/C Issuer and/or # upon thirty days’ notice to the Borrowers, resign as Domestic Swing Line Lender and # [[Domestic Administrative Agent:Organization]], acting through its Canada branch, may # upon thirty days’ notice to the Borrowers, resign as Canadian L/C Issuer and/or # upon thirty days’ notice to the Borrowers, resign as Canadian Swing Line Lender. In the event of any such resignation as Domestic L/C Issuer, Domestic Swing Line Lender, Canadian L/C Issuer or Canadian Swing Line Lender, the Borrowers shall be entitled to appoint from among the Lenders a successor Domestic L/C Issuer, Domestic Swing Line Lender, Canadian L/C Issuer or Canadian Swing Line Lender hereunder; provided, however, that no failure by the Borrowers to appoint any such successor shall affect the resignation of [[Domestic Administrative Agent:Organization]] as Domestic L/C Issuer or Domestic Swing Line Lender or [[Domestic Administrative Agent:Organization]], acting through its Canada branch, as Canadian L/C Issuer or Canadian Swing Line Lender, as the case may be. If [[Domestic Administrative Agent:Organization]] resigns as Domestic L/C Issuer, it shall retain all the rights, powers, privileges and duties of the Domestic L/C Issuer hereunder with respect to all Domestic Letters of Credit outstanding as of the effective date of its resignation as Domestic L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If [[Domestic Administrative Agent:Organization]], acting through its Canada branch, resigns as Canadian L/C Issuer, it shall retain all the rights, powers, privileges and duties of the Canadian L/C Issuer hereunder with respect to all Canadian Letters of Credit outstanding as of the effective date of its resignation as Canadian L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If [[Domestic Administrative Agent:Organization]] resigns as Domestic Swing Line Lender or [[Domestic Administrative Agent:Organization]], acting through its Canada branch, resigns as Canadian Swing Line Lender, each shall retain all the rights of a Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor Domestic L/C Issuer, Domestic Swing Line Lender, Canadian L/C Issuer and/or Canadian Swing Line Lender # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring Domestic L/C Issuer, Domestic Swing Line Lender, Canadian L/C Issuer and/or Canadian Swing Line Lender as the case may be, # the successor Domestic L/C Issuer shall issue letters of credit in substitution for the Domestic Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Domestic Administrative Agent:Organization]] to effectively assume the obligations of [[Domestic Administrative Agent:Organization]] with respect to such Domestic Letters of Credit and # the successor Canadian L/C Issuer shall issue letters of credit in substitution for the Canadian Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Domestic Administrative Agent:Organization]], acting through its Canada branch, to effectively assume the obligations of [[Domestic Administrative Agent:Organization]], acting through its Canada branch, with respect to such Canadian Letters of Credit

Resignation as L/C Issuer or Swing Line Lender after Assignment. Subject to clause (vii) of subsection # above, if at any time any L/C Issuer or the Swing Line Lender assigns all of its Commitment and Loans pursuant to subsection # above, such L/C Issuer or the Swing Line Lender may, # upon 30 days’ notice to the Company and the ​, resign as L/C Issuer and/or # upon 30 days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or the Swing Line Lender, the Company shall be entitled to appoint from among the ​ a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of the applicable L/C Issuer or the Swing Line Lender as L/C Issuer or Swing Line Lender, as the case may be. If the applicable L/C Issuer resigns as a L/C Issuer, it shall retain all the rights, powers, privileges and duties of an L/C Issuer hereunder with respect to all its respective Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Committed Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.04(e)). If the applicable Swing Line Lender resigns as Swing Line Lender, it shall retain all the rights and obligations of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Committed Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.05(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the applicable Letters of Credit, if any, outstanding at the time of such succession or make other arrangements reasonably satisfactory to the applicable retiring L/C Issuer to effectively assume the obligations of the applicable retiring L/C Issuer with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Commitment and Revolving Credit Loans pursuant to [Section 10.06(b)], [[Administrative Agent:Organization]] may, # upon 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, # that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be and # no Lender shall be required to accept the appointment as a successor L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)2.04(a)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Commitment and Revolving Loans pursuant to subsection # above, [[Administrative Agent:Organization]] may, # upon 5 Business Days’ notice to the Borrower and the ​, resign as L/C Issuer and/or # upon 5 Business Days’ notice to the Borrower resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the ​ a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender After Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to subsection # above, [[Administrative Agent:Organization]] may, # upon 30 days’ notice to the Company and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to the Company, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Company shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Company to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Revolving Credit Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Revolving Credit Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swingline Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Revolving Commitment and Revolving Loans pursuant to [clause (b) above], [[Administrative Agent:Organization]] may, # upon thirty (30) days’ notice to the Administrative Agent, the Borrower and the Lenders, resign as L/C Issuer and/or # upon thirty (30) days’ notice to the Borrower, resign as Swingline Lender. In the event of any such resignation as L/C Issuer or Swingline Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swingline Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swingline Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swingline Lender, it shall retain all the rights of the Swingline Lender provided for hereunder with respect to Swingline Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swingline Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C Issuer and/or Swingline Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swingline Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent:Organization]] to effectively assume the obligations of [[Administrative Agent:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] assigns all of its Revolving Credit Commitment and Revolving Credit Loans pursuant to [Section 11.06(b)], [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] may, # upon 30 days’ notice to the Borrower and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to the Borrower, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, the Borrower shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by the Borrower to appoint any such successor shall affect the resignation of [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make ABR Loans or fund risk participations in Unreimbursed Amounts pursuant to Section 2.03(c)). If [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make ABR Loans or fund risk participations in outstanding Swing Line Loans pursuant to Section 2.04(c). Upon the appointment of a successor L/C Issuer and/or Swing Line Lender, # such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring L/C Issuer or Swing Line Lender, as the case may be, and # the successor L/C Issuer shall issue letters of credit in substitution for the Letters of Credit, if any, outstanding at the time of such succession or make other arrangements satisfactory to [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] to effectively assume the obligations of [[Administrative Agent, Swing Line Lender, an L/C Issuer, Joint Lead Arranger and Joint Book Runner:Organization]] with respect to such Letters of Credit.

Resignation as L/C Issuer or Swing Line Lender after Assignment. Notwithstanding anything to the contrary contained herein, if at any time [[Administrative Agent:Organization]] assigns all of its Commitment and Loans pursuant to subsection # above, [[Administrative Agent:Organization]] may, # upon 30 days’ notice to ​ and the Lenders, resign as L/C Issuer and/or # upon 30 days’ notice to ​, resign as Swing Line Lender. In the event of any such resignation as L/C Issuer or Swing Line Lender, ​ shall be entitled to appoint from among the Lenders a successor L/C Issuer or Swing Line Lender hereunder; provided, however, that no failure by ​ to appoint any such successor shall affect the resignation of [[Administrative Agent:Organization]] as L/C Issuer or Swing Line Lender, as the case may be. If [[Administrative Agent:Organization]] resigns as L/C Issuer, it shall retain all the rights, powers, privileges and duties of the L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as L/C Issuer and all L/C Obligations with respect thereto (including the right to require the Lenders to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to [Section 2.03(c)]). If [[Administrative Agent:Organization]] resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the Lenders to make Base Rate Loans or fund risk participations in outstanding Swing Line Loans pursuant to [Section 2.04(c)]. Upon the appointment of a successor L/C

Notwithstanding anything to the contrary contained herein, any L/C Issuer or Swing Line Lender may, upon thirty (30) days’ notice to the Borrower and the ​, resign as an L/C Issuer or Swing Line Lender, respectively; provided that on or prior to the expiration of such 30-day period with respect to such resignation, the relevant L/C Issuer or Swing Line Lender shall have identified a successor L/C Issuer or Swing Line Lender reasonably acceptable to the Borrower willing to accept its appointment as successor L/C Issuer or Swing Line Lender, as applicable, unless, at the option of the Borrower, the Borrower shall have appointed one or more L/C Issuers or Swing Line ​ from among the ​ willing to accept such appointment as a successor L/C Issuer or Swing Line Lender hereunder; provided that no failure by the Borrower to appoint any such successor shall affect the resignation of the relevant L/C Issuer or the Swing Line Lender, as the case may be, except as expressly provided above. If an L/C Issuer resigns as an L/C Issuer, it shall retain all the rights and obligations of an L/C Issuer hereunder with respect to all Letters of Credit outstanding as of the effective date of its resignation as an L/C Issuer and all L/C Obligations with respect thereto (including the right to require the ​ to make Base Rate Loans or fund risk participations in Unreimbursed Amounts pursuant to ‎Section 2.03(c)). If the Swing Line Lender resigns as Swing Line Lender, it shall retain all the rights of the Swing Line Lender provided for hereunder with respect to Swing Line Loans made by it and outstanding as of the effective date of such resignation, including the right to require the ​ to make Base Rate Loans, Eurocurrency Rate Loans, Term SOFR Loans or fund risk participations in outstanding Swing Line Loans pursuant to ‎Section 2.04(c).