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.

New Swing Line Loans/Letters of Credit. So long as any Revolving ​ is a Defaulting ​, # the Swing Line ​ shall not be required to fund any Swing Line Loans unless it is satisfied that it will have no Fronting Exposure after giving effect to such Swing Line Loan and # no Issuing Bank shall be required to issue, extend or amend any Letter of Credit unless it is satisfied that it will have no Fronting Exposure after giving effect thereto.

"Swing Loans" shall mean collectively and "Swing Loan" shall mean separately all Swing Loans or any Swing Loan made by [[Organization D:Organization]] to [[Organization A:Organization]] pursuant to [Section 2.23] hereof.

“Swing Line Exposure”: at any time, the sum of the aggregate principal amount of all outstanding Swing Line Loans at such time. The Swing Line Exposure of any Bank at any time shall be the sum of # its Revolving Commitment Percentage of the total Swing Line Exposure at such time related to Swing Line Loans other than any Swing Line Loans made by such Bank in

#Allocating Swing Line Loans; Swing Line Loan Participations

. Subject to the terms and conditions hereof, each Swing Line Bank severally agrees to make swing line loans (“Swing Line Loans”) to any Specified Borrower from time to time during the Commitment Period in Dollars; provided, that no Swing Line Loan shall be made if, after giving effect to the making of such Loan and the simultaneous application of the proceeds thereof, # the aggregate amount of the Exposure of all the Banks would exceed the aggregate amount of the Revolving Commitments, # the aggregate amount of the Swing Line Loans made by a Swing Line Bank would exceed the Swing Line Commitment of such Swing Line Bank, # the aggregate amount of the Exposure of a Swing Line Bank would exceed the Revolving Commitment of such Bank, # the aggregate amount of all outstanding Swing Line Loans of such Specified Borrower would exceed the Swing Line Limit for such Specified Borrower or # the aggregate amount of all outstanding Swing Line Loans would exceed the Swing Line Limit. During the Commitment Period, the Specified Borrowers may borrow and prepay the Swing Line Loans in whole or in part, all in accordance with the terms and conditions hereof.

“Swing Loan Outstandings” means, at any time, the aggregate outstanding principal amount of all Swing Loans (which shall be, in the case of Multicurrency Swing Loans, the Dollar Equivalent thereof at such time).

“Swing Line Lender” means JPMorgan in its capacity as provider of Swing Line Loans, or any successor swing line lender hereunder.

“Swing Line Loan” means any Domestic Swing Line Loan, and/or any Canadian Swing Line Loan, and/or any U.K. Swing Line Loans, as the context may require.

“Loans” shall mean, collectively, the Revolving Loans and the Swing Line Loans.