Common use of Commitment to Lend Clause in Contracts

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank severally agrees to make Committed Credit Loans to each Borrower from time to time on any Banking Day during the period from the date hereof to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Revolving Credit Lenders severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during the period from the date hereof Funding Date up to but not including the Expiration Date, as may be requested Revolving Credit Maturity Date upon notice by such the Borrower to the Administrative Agent given in accordance with Section 2.04 hereof§2.6, in an such sums as are requested by the Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Revolving Credit Lender’s Revolving Credit Commitment minus such Revolving Credit Lender’s Commitment Percentage of the amount sum of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the principal amount sum of such Committed Credit Loans, together with the outstanding aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Revolving Credit Loans made (after giving effect to all amounts requested) plus the Borrowers hereunder Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the Maximum Committed Total Revolving Credit Amount; (iv) Commitment at no time such time. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Commitment Percentage of the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Total Revolving Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §12 and §13, in the case of the initial Revolving Credit Loans to be made on the Funding Date, and §13, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to all the terms and conditions of this Agreement, and in reliance on the representations, warranties and covenants of Borrower set forth in this Agreement, each Bank severally Lender agrees to make Committed Credit Loans loans of funds to each Borrower from time to time on any Banking Day during the period from the date hereof Credit Period on a revolving basis (such loans being collectively hereinafter referred to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof"LOANS" and each individually as a "LOAN"), in an aggregate cumulative total principal amount not to exceed at any one time outstanding five million Dollars (US $5,000,000). Lender's obligation to make Loans to Borrower under this Agreement is hereinafter referred to as the amount of such Bank's Commitment. Each Committed Credit Loan made by "COMMITMENT." Notwithstanding the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank foregoing, Lender will not be obligated to fund or maintain Committed Credit Loans make a Loan to Borrower unless and until Borrower executes and delivers to Lender a Note (as defined in excess of such Bank's Commitment; (iiSection 2.2) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that for the principal amount of such Committed Credit LoansLoan. In addition, together with Lender will not be obligated to advance any Loan to Borrower on or after the aggregate principal amount Maturity Date, and Lender's obligation to advance any Loan to Borrower is subject to satisfaction of Swing Line Loans outstanding all relevant terms and conditions of this Agreement, including but not limited to the Borrowers hereunder, exceeds State Street Bank's Commitment; conditions precedent and other provisions of Sections 5 (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made with respect to the Borrowers hereunder exceed initial Loan) and 6 (with respect to each Loan). Notwithstanding the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount foregoing, Lender will not be obligated to make a Loan to Borrower unless and until a Borrower first gives Lender written notice of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit Loan hereunder that sets forth the principal amount to the borrowed by Borrower under such requested Loan (a Borrower shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof have been satisfied on "LOAN NOTICE") and the date on which such Loan is requested to be advanced, which date shall not be sooner than five (5) Business Days following Lender's receipt of such requestLoan Notice. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay It is also agreed that amounts previously advanced by Lender pursuant to Section 4.0112.01 of the Limited Liability Company Agreement dated as of October 29, and reborrow under this Section 2.011997 shall be included as part of the Initial Loan.

Commitment to Lend. Subject to the provisions of §2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to the Borrower, and the Borrower may borrow, repay, and reborrow from each Borrower Lender from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent (with copies to the Agent for each Lender) given in accordance with Section 2.04 hereof§2.4, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the equal to such Lender’s Commitment minus, without double counting, an amount of equal to such Bank's Commitment. Each Committed Credit Loan made Lender’s Commitment Percentage multiplied by the Banks to a Borrower hereunder shall be in an amount sum of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated all Reimbursement Obligations to fund or maintain Committed the extent not yet deemed Revolving Credit Loans in excess of such Bank's Commitment; and the Maximum Drawing Amount and (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed the Swingline Loans; provided that the sum of the outstanding amount of the Revolving Credit Loans made (after giving effect to the Borrowers hereunder exceed all amounts requested), plus the Maximum Committed Drawing Amount and, without double counting the portion, if any, of any Letter of Credit Amount; (iv) at no time shall which is drawn and included in the aggregate Revolving Credit Loans, all outstanding Reimbursement Obligations, plus the outstanding principal amount of all the Swingline Loans made shall not at any time exceed the lesser of (i) the Total Commitment and (ii) the Availability at such time, and provided, further, that at the time the Borrower requests a Revolving Credit Loan and after giving effect to the Borrowers hereunder exceed making thereof: (i) in the Maximum Credit Amount; case of any borrowing or other extension of credit, all of the conditions in §13 (and in the case of the initial borrowing on the Closing Date, also the conditions in §12) have been met at the time of such request, and (vii) at no time there has not occurred and is not continuing (or will not occur by reason thereof) any Default or Event of Default. The Revolving Credit Loans shall the aggregate outstanding principal amount of all Loans be made to any Borrower hereunder exceed such Borrower's Borrowing Basepro rata in accordance with each Lender’s Commitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to §2.4 shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §12 have been satisfied as of the Closing Date and that the conditions set forth in §13 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Loan or issuance of this Section 2.01Letter of Credit, each as the case may be, provided that the making of such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Lender not to Section 4.01lend if such conditions have not been met. No Revolving Credit Loan or other extension of credit shall be required to be made by any Lender unless all of the conditions contained in §12 have been satisfied as of the Closing Date with respect to the initial Revolving Credit Loan or issuance of Letter of Credit, and reborrow under this Section 2.01unless all of the conditions set forth in §13 have been satisfied at the time of any request for a Revolving Credit Loan or other extension of credit and on the Drawdown Date therefor.

Commitment to Lend. Subject to the provisions of §2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to the Borrower, and the Borrower may borrow, repay, and reborrow from each Borrower Bank from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof§2.4, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made ’s Commitment minus, without double counting, an amount equal to such Bank’s Commitment Percentage multiplied by the Banks to a Borrower hereunder shall be in an amount sum of $1,000,000 or an integral multiple thereof; PROVIDED that (ix) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Swingline Loans and Bid Rate Loans plus (y) all Reimbursement Obligations to the extent not yet deemed Revolving Credit Loans made pursuant to §3.3 and the Maximum Drawing Amount; provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested), plus the Maximum Drawing Amount and, without double-counting the portion, if any, of any Letter of Credit which is drawn and included in the Revolving Credit Loans or the Maximum Drawing Amount, all outstanding Reimbursement Obligations, plus all outstanding Swingline Loans, plus all outstanding Bid Rate Loans, shall not at any time exceed the Total Commitment and provided, further, that at the time the Borrower requests a Revolving Credit Loan and after giving effect to the Borrowers hereunder exceed making thereof: (i) in the Maximum Committed Credit Amount; case of any borrowing, all of the conditions in §13 (ivand in the case of any initial borrowing or other extension of credit on the Closing Date, also the conditions in §12) have been met at no the time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; such request, and (vii) at no time there has not occurred and is not continuing (or will not occur by reason thereof) any Default or Event of Default; it being acknowledged and agreed that the Borrower shall the aggregate outstanding principal amount be permitted to request and borrow Loans if a Non-Material Breach (rather than a Default or Event of all Default) exists. The Revolving Credit Loans shall be made to any Borrower hereunder exceed such Borrower's Borrowing Basepro rata in accordance with each Bank’s Commitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to §2.4 shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §12 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) as of the Closing Date and that the conditions set forth in §13 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) on the date of such request. Within request and will be satisfied (except to the limits extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) on the proposed Drawdown Date of the provisions requested Loan or issuance of this Section 2.01Letter of Credit, each as the case may be, provided that the making of such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Bank not to Section 4.01, lend if such conditions have not been met. No Revolving Credit Loan or other extension of credit shall be required to be made by any Bank unless (in connection with the initial Revolving Credit Loan or Letter of Credit or other extension of credit) all of the conditions contained in §12 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and reborrow under this Section 2.01the required number of Banks) as of the Closing Date and unless all of the conditions set forth in §13 have been met at the time of any request for a Revolving Credit Loan or other extension of credit (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks).

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrowers to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof(S)2.6, in an such sums as are requested by the Borrowers up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by , minus such Bank's Commitment Percentage of the Banks sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations; provided that after giving effect to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that all amounts requested (i) the sum of the outstanding amount of the Loans plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at no any time shall any Bank be obligated exceed the lesser of (a) the Total Commitment and (b) the amount to fund or maintain Committed Credit Loans which the Borrowers' secured Obligations are limited as set forth in excess of such Bank's Commitmentthe proviso contained in (S)6 hereof; and (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together Borrowers are in compliance with the aggregate principal amount of Swing Line covenant contained in (S)10.4 hereof. The Loans outstanding to the Borrowers hereunder, exceeds State Street shall be made pro rata in accordance with each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof (S)11 and (S)12 hereof, in the case of the initial Loans to be made on the Closing Date, and (S)12 hereof, in the case of all other Loans, have been satisfied on the date of such request. Within the limits The parties hereto hereby agree that, on and as of the provisions of this Section 2.01Closing Date, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow the loans outstanding under this Section 2.01the Existing Credit Agreement shall become Loans hereunder.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each any Borrower and any Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof to but not including the Expiration Date, as may be requested Revolving Credit Loan Maturity Date upon notice by such Borrower to the Agent given in accordance with Section 2.04 ss.2.6, such sums, in Dollars and/or at any Borrower's option from time to time, subject to ss.2.9 hereof, in an Optional Currency, as are requested by the Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Commitment Percentage of the sum of the Maximum Drawing Amount, all Unpaid Reimbursement Obligations and the Maximum Overdraft Amount, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the extent that Maximum Overdraft Amount, plus the principal amount of such Committed Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the Total Commitment. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower and each utilization of the Overdraft Facility hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof ss.11 and ss.12, in the case of the initial Revolving Credit Loans to be made, and the utilizations of the Overdraft Facility, on the Closing Date, and ss.12, in the case of all other Revolving Credit Loans and utilizations of the Overdraft Facility, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01Each Base Rate Loan shall be denominated in Dollars, and reborrow under this Section 2.01each Eurocurrency Rate Loan shall be denominated in Dollars or, subject to ss.2.9 hereof, in an Optional Currency.

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank Lender hereby severally and not jointly agrees to make Committed Credit a term loan in Dollars (the “Initial Term Loan” and collectively with any Additional Term Loans (as defined below), the “Term Loans”) to each the Borrower from time to time on any Banking Day during the period from the date hereof to but not including the Expiration Initial Funding Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not equal to exceed at any one time outstanding the amount such Lender's Commitment Percentage of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of $350,000,000 (or such Committed Credit Loanslesser amount as shall be requested by the Borrower). The aggregate amount of the Initial Term Loans to be made hereunder shall not exceed $350,000,000. The Initial Term Loan shall be made by the Lenders simultaneously and proportionately to their respective Commitment Percentages, together it being understood that no Lender shall be responsible for any failure by any other Lender to perform its obligation to make the Initial Term Loan hereunder nor shall the Initial Term Loan of any Lender be increased or decreased as a result of any such failure. The Commitments shall expire on the earlier of (i) the date on which the Initial Term Loan is made and (ii) December 4, 2006; provided that if a portion of the Loans have been repaid in accordance with §2.10(c), then the Commitments shall be reinstated to the extent of and in an amount equal to the portion of the Loans so repaid (the “Reinstated Commitments”) and such Reinstated Commitments shall be available for reborrowing in accordance with the aggregate next paragraph. Subject to the terms and conditions set forth in this Agreement, each Lender hereby severally and not jointly agrees to make an additional term loan in a single draw in Dollars (the “Additional Term Loan”) to the Borrower on the Additional Funding Date, in an amount equal to such Lender's Commitment Percentage of the principal amount of Swing Line Loans outstanding to the Borrowers hereunderReinstated Commitments as shall be requested by the Borrower. The amount of the Additional Term Loan shall not exceed the amount of the Reinstated Commitments, exceeds State Street Bank's Commitment; (iii) at no time shall and the aggregate outstanding principal amount of all Committed Credit the Term Loans (after giving effect to such Additional Term Loan) shall not exceed $350,000,000. The Additional Term Loan shall be made by the Lenders simultaneously and proportionately to the Borrowers their respective Commitment Percentages, it being understood that no Lender shall be responsible for any failure by any other Lender to perform its obligation to make an Additional Term Loan hereunder exceed the Maximum Committed Credit Amount; (iv) at no time nor shall the aggregate outstanding principal amount Additional Term Loan of all Loans any Lender be increased or decreased as a result of any such failure. The Reinstated Commitment shall expire on the earlier of (i) the date on which the Additional Term Loan is made to the Borrowers hereunder exceed the Maximum Credit Amount; and (vii) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseJanuary 31, 2007. Each request for a Committed Credit Loan by a Borrower made pursuant to §2.5 hereof shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §10 have been satisfied as of the Closing Date and that the conditions set forth in §11 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Loan, provided that the making of this Section 2.01, each such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Lender not to Section 4.01, lend if such conditions have not been met. No Loan shall be required to be made by any Lender unless all of the conditions contained in §10 have been satisfied as of the Closing Date and reborrow under this Section 2.01all of the conditions set forth in §11 have been met at the time of any request for a Loan.

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrowers to but not including the Expiration Date, as may be requested by such Borrower Administrative Agent given in accordance with Section 2.04 hereofSECTION 2.6, in an such sums as are requested by the Borrowers up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by , minus such Bank's Commitment Percentage of the Banks sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations; provided that after giving effect to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that all amounts requested (i) the sum of the outstanding amount of the Loans plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at no any time shall any Bank be obligated exceed the lesser of (a) the Total Commitment and (b) the amount to fund or maintain Committed Credit Loans which the Borrowers' secured Obligations are limited as set forth in excess of such Bank's Commitmentthe proviso contained in SECTION 6 hereof; and (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together Borrowers are in compliance with the aggregate principal amount of Swing Line covenant contained in SECTION 10.4 hereof. The Loans outstanding to the Borrowers hereunder, exceeds State Street shall be made pro rata in accordance with each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof SECTION 11 and SECTION 12 hereof, in the case of the initial Loans to be made on the Closing Date, and SECTION 12 hereof, in the case of all other Loans, have been satisfied on the date of such request. Within the limits The parties hereto hereby agree that, on and as of the provisions of this Section 2.01Closing Date, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow the loans outstanding under this Section 2.01the Existing Credit Agreement shall become Loans hereunder.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to each Borrower TransTechnology and TransTechnology may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Revolving Credit Loan Maturity Date upon notice by TransTechnology to but not including the Expiration Date, as may be requested by such Borrower Administrative Agent given in accordance with Section 2.04 hereofss.2.6, such sums in an Dollars as are requested by TransTechnology up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time equal to such Lender's Revolving Credit Commitment in effect at such time MINUS such Lender's Commitment Percentage of the sum of (a) the Maximum Drawing Amount, (b) all Unpaid Reimbursement Obligations, and (c) the International Facility Amount, PROVIDED that the sum of the outstanding the amount of such Bank's the Revolving Credit Loans (after giving effect to all amounts requested) PLUS the Maximum Drawing Amount, all Unpaid Reimbursement Obligations, and the International Facility Amount shall not at any time exceed the Total Revolving Credit Commitment. Each Committed The Revolving Credit Loan made by the Banks to a Borrower hereunder Loans shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bankaccordance with each Lender's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower TransTechnology that the conditions set forth in Section 6.02 hereof 12 and Section 13, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and ss.13, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in ------------------ this AgreementCredit Agreement (including, but not limited to those requirements set forth in (S)2.6 below), each Bank of the Banks severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Revolving Credit Loan Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof(S)2.6, in an such sums as are requested by the Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Commitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the extent that Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the principal amount of such Committed Total Commitment. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof (S)11 and (S)12, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and (S)12, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within Notwithstanding anything to the limits contrary contained herein, the Borrower shall not be permitted to borrow Revolving Credit Loans after June 17, 2000 to finance any portion of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01a Permitted Acquisition.

Commitment to Lend. Subject to the provisions of 2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from each Borrower Bank from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 2.4 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks equal to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed provided that the sum of the outstanding aggregate amount of the Revolving Credit Loans (after giving effect to all amounts requested) shall not at any time exceed the Borrowing Base at such time. The Borrower agrees that it shall be an Event of Default if at any time the outstanding Revolving Credit Loans exceed the Borrowing Base at such time and such excess is not paid to the extent that Agent on behalf of the principal amount Banks within thirty (30) days of such Committed Credit Loans, together the Agent's request therefor. The Total Commitment of the Banks shall be automatically reduced pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall Commitment Percentage to $35,000,000 on the aggregate anniversary of the Closing Date unless prior to such anniversary the outstanding principal amount balance of all Committed the Revolving Credit Loans shall exceed $35,000,000 at any one time. The Revolving Credit Loans shall be made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrowerpro rata in accordance with each Bank's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to 2.4 hereof shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof 10 have been satisfied as of the Closing Date and that the conditions set forth in 11 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Revolving Credit Loan. No Revolving Credit Loan shall be required to be made by any Bank unless all of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, the conditions contained in 10 have been satisfied as of the Closing Date and reborrow under this Section 2.01that the conditions set forth in 11 have been met at the time of any request for a Revolving Credit Loan.

Commitment to Lend. and Borrower's Promise to Pay. Subject to the terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees agree to make Committed Credit Loans lend to each Borrower its Commitment Percentage of, and Borrower may borrow and reborrow from time to time on any Banking Day during between the period from Closing Date and May 31, 2001, upon notice to the date hereof to but not including the Expiration DateAgent given in accordance with ss.2.1.4 hereof, such amounts as may be requested by such Borrower in accordance with Section 2.04 hereofBorrower; provided, in an however, that the maximum aggregate principal amount of all Revolving Credit Loans (after giving effect to the amounts requested) shall not to exceed at any one time outstanding exceed an amount equal to the amount of such Maximum Commitment Amount minus the Maximum Drawing Amount. The Revolving Credit Loans shall be made pro rata in accordance with each Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower Loans hereunder shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof ss.ss.7 and 8 hereof, as applicable, have been satisfied on the date of such request. Within The Revolving Credit Commitment shall terminate, and the limits Revolving Credit Loans shall mature and become due and payable on (i) May 31, 2001; or (ii) as to any Bank which has extended its Commitment pursuant to the penultimate sentence of this Section, the last day of such extension; or (iii) on such earlier date on which the maturity thereof is accelerated pursuant to the provisions of this Section 2.01ss.10 hereof (the "Maturity Date") and Borrower hereby promises to pay on such date all amounts then outstanding hereunder. Each Bank's commitment to lend its Commitment Amount beyond May 31, 2001 (or such later date to which the Maturity Date may be extended by the consent of each Bank) to Borrower may borrowshall be subject annually to a one year extension at each Bank's sole discretion beginning on the first anniversary of the Closing Date and continuing on each anniversary date thereafter through the Maturity Date, prepay pursuant provided Borrower delivers to Section 4.01the Agent for the benefit of the Banks no later than sixty days (60) prior to each such anniversary date a notice requesting a one year extension of the Commitments. Each Bank shall be paid all interest, principal and fees owed to it no later than the expiration of its Commitment, and reborrow under this Section 2.01the Agent shall distribute an amended Schedule 1 to each party.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Tranche A Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Administrative Agent given in accordance with Section 2.04 2.4 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time equal to the Tranche A Commitment Amount minus the sum of (a) the Maximum Drawing Amount plus (b) all Unpaid Reimbursement Obligations; provided that, with respect to each Bank, the outstanding the amount of the Tranche A Loans (after giving effect to all amounts requested) made by such Bank plus such Bank's Commitment. Each Committed Credit Loan made by Commitment Percentage of the Banks to a Borrower hereunder sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) not at no any time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of exceed such Bank's Commitment; (ii) at no time Commitment Percentage of the Tranche A Commitment Amount. The Tranche A Loans shall State Street be made by each Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount applicable Commitment Percentage in respect of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Tranche A. Each request for a Committed Credit Tranche A Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Sections 12 and 13, in the case of the initial Tranche A Loans, and Section 6.02 hereof 13, in the case of all other Tranche A Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.012.1.2.

Commitment to Lend. Subject to the provisions of ss.2.6 and the other terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from each Borrower Bank from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent (with copies for each Bank) given in accordance with Section 2.04 ss.2.6 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's CommitmentCommitment Percentage of the Maximum Drawing Amount; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the extent that Maximum Drawing Amount shall not at any time exceed the principal amount of Total Commitment in effect at such Committed time. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to ss.2.6 hereof shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof ss.11 have been satisfied as of the Closing Date (to the extent such conditions have not been waived in writing by the Banks and/or deferred in writing to be a condition to the initial advance) and that the conditions set forth in ss.12 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Loan, provided that the making of this Section 2.01, each such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Bank not to Section 4.01, lend if such conditions have not been met. No Revolving Credit Loan shall be required to be made by any Bank unless all of the conditions contained in ss.11 have been satisfied as of the Closing Date (to the extent such conditions have not been waived in writing by the Banks and/or deferred in writing to be a condition to the initial advance) and reborrow under this Section 2.01that the conditions set forth in ss.12 have been met at the time of any request for a Revolving Credit Loan.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Applicable Lenders severally agrees on the Restatement Effective Date to make Committed Credit Loans lend (a) to the Domestic Borrowers in Dollars, (b) to the European Borrower in Euro, (c) to the Canadian Borrower in Canadian Dollars, (d) to the Australian Borrower in Australian Dollars, (e) to the UK Borrower in GBP and/or (f) to each applicable Designated Subsidiary, if any, in such currency (including any Alternative Currency) as may be specified in each applicable Designated Subsidiary Joinder, and such Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Restatement Effective Date and the date hereof Maturity Date upon notice by such Borrower to but not including the Expiration DateApplicable Agent given in accordance with §2.6, such sums as may be are requested by such Borrower in accordance with Section 2.04 hereof, in an up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender’s Commitment, minus the amount of such Bank's CommitmentLender’s Commitment Percentage of the Letter of Credit Obligations in respect of such Borrower; provided, (A) that the Total Domestic Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Domestic Revolving Loan Commitments, (B) the Total European Exposure (after giving effect to all amounts requested) does not exceed the Aggregate European Commitments, (C) the Total Canadian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Canadian Revolving Loan Commitments, (D) the Total Australian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Australian Revolving Loan Commitments, (E) the Total UK Revolver Exposure does not exceed the Aggregate UK Revolving Loan Commitments and (F) the Total Designated Subsidiary Exposure does not exceed the Aggregate Designated Subsidiary Commitments. Each Committed Credit Loan made by the Banks to a Borrower hereunder The Loans under this §2.1 shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time accordance with each Lender’s Commitment Percentage. Subject to §2.10, the Domestic Revolving Loan Commitments, the Australian Revolving Loan Commitments, the Canadian Revolving Loan Commitments, the European Commitments, the UK Revolving Loan Commitments and the applicable Designated Subsidiary Commitments, if any, shall any Bank only be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans available to the extent that Domestic Borrowers, the principal amount of Australian Borrower, the Canadian Borrower, the European Borrower, the UK Borrower and each applicable Designated Subsidiary, respectively, and if unused by such Committed Credit LoansBorrower, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made will not be available to any Borrower hereunder exceed such other Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Applicable Borrower that the conditions set forth in Section 6.02 hereof §13 (subject, in the case of any Loans borrowed pursuant to §6.18 in connection with a Permitted Acquisition, to the provisions of §6.18) have been satisfied on the date of such request. Within Notwithstanding the limits of foregoing, any Cashless Option Revolving Lender as defined in and in accordance with Amendment No. 1 shall not actually make a loan on the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant Restatement Effective Date but shall be deemed to Section 4.01, have exchanged its outstanding Revolving Loans (if any) under and reborrow under this Section 2.01as defined in the Original Credit Agreement in accordance with Amendment No. 1.

Commitment to Lend. Subject to (a) Upon the terms and subject to the conditions set forth in of this Agreement, each Bank severally the Lender agrees to make Committed Credit Loans lend to each Borrower the Company, and the Company may borrow, such amounts as the Company may request at any time and from time to time on any Banking Day (but no more frequently than once in each calendar quarter) during the period from beginning on the date hereof and ending on Successful Phase II Clinical Trial Completion with respect to but any Licensed Product, provided that any such amount or amounts requested by the Company pursuant to this Section 2.1(a) may not exceed the Development Loan Available Commitment in effect at the time the Company makes such request, and provided, further, that the maximum aggregate principal amount that the Company may borrow pursuant to this Section 2.1(a) shall not exceed $15,000,000, subject to adjustment as provided below in this Section 2.1(a). Amounts prepaid pursuant to Section 2.4 may not be reborrowed. For purposes of this Agreement, any amount loaned by the Lender to the Company pursuant to this Section 2.1(a) is hereinafter referred to as a "Development Loan", and all amounts loaned by the Lender to the Company pursuant to this Section 2.1(a) are hereinafter referred to, collectively, as the "Development Loans". In the event that the Company and the Lender mutually agree that the aggregate amount of development expenses to be incurred by the Company in connection with the development of Licensed Products through and including the Expiration Datedate of the first Successful Phase II Clinical Trial Completion of any Licensed Product shall be greater than $15,000,000 (such excess being hereinafter referred to as the "Excess Development Costs"), as then the maximum aggregate principal amount that the Lender may be requested by such Borrower in accordance with required to loan to the Company under this Section 2.04 hereof, in 2.1(a) shall increase from $15,000,000 to an aggregate amount not equal to exceed at any one time outstanding the sum of $15,000,000 plus the amount of such Bank's Commitmentthe Excess Development Costs. Each Committed Credit Loan made by Notwithstanding any provision in this Agreement to the Banks to a Borrower hereunder contrary, if the Lender terminates the Collaboration Agreement under Section 12.6 thereof, the Lender shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank longer be obligated under this Article II to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit make any further Development Loans to the extent that Company after the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof have been satisfied on the effective date of such request. Within the limits termination of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01Collaboration Agreement.

Commitment to Lend. Subject to the provisions of ss.2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from each Borrower Bank from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 ss.2.4 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's CommitmentCommitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed provided that the sum of the outstanding aggregate amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the Borrowing Base at such time. The Borrower agrees that it shall be an Event of Default if at any time the outstanding Revolving Credit Loans plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations exceed the Borrowing Base at such time and such excess is not paid to the extent that Agent on behalf of the principal amount Banks within thirty (30) days of such Committed the Agent's request therefor. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to ss.2.4 hereof shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof ss.10 have been satisfied as of the Closing Date and that the conditions set forth in ss.11 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Revolving Credit Loan. No Revolving Credit Loan shall be required to be made by any Bank unless all of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, the conditions contained in ss.10 have been satisfied as of the Closing Date and reborrow under this Section 2.01that the conditions set forth in ss.11 have been met at the time of any request for a Revolving Credit Loan.

Commitment to Lend. Subject to the provisions of Section 2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to the Borrower, and the Borrower may borrow, repay, and reborrow from each Borrower Bank from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent (with copies to the Agent for each Bank) given in accordance with Section 2.04 hereof2.4, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in Commitment MINUS, without double counting, an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated equal to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; Commitment Percentage MULTIPLIED BY the sum of (iix) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Swingline Loans and Bid Rate Loans PLUS (y) all Reimbursement Obligations to the extent not yet deemed Revolving Credit Loans made pursuant to Section 3.3 and the Maximum Drawing Amount; PROVIDED that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested), PLUS the Maximum Drawing Amount and, without double-counting the portion, if any, of any Letter of Credit which is drawn and included in the Revolving Credit Loans or the Maximum Drawing Amount, all outstanding Reimbursement Obligations, PLUS all outstanding Swingline Loans, PLUS all outstanding Bid Rate Loans, shall not at any time exceed the lesser of (i) the Total Commitment and (ii) the Borrowing Base Availability at such time, and PROVIDED, FURTHER, that at the time the Borrower requests a Revolving Credit Loan and after giving effect to the Borrowers hereunder exceed making thereof: (i) in the Maximum Committed Credit Amount; case of any borrowing, all of the conditions in Section 13 (ivand in the case of any initial borrowing or other extension of credit on the Closing Date, also the conditions in Section 12) have been met at no the time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; such request, and (vii) there has not occurred and is not continuing (or will not occur by reason thereof) any Default or Event of Default; it being acknowledged and agreed that the Borrower shall be permitted to request and borrow Loans if a Non-Material Breach (rather than a Default or Event of Default) exists, PROVIDED that in the event that such Non-Material Breach relates to a Real Estate Asset forming part of the Borrowing Base at no time such time, such Real Estate Asset shall be excluded from the aggregate outstanding principal amount calculation of Borrowing Base Availability for all purposes in the compliance certificate accompanying any Completed Loan Request. The Revolving Credit Loans shall be made to any Borrower hereunder exceed such BorrowerPRO RATA in accordance with each Bank's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to Section 2.4 shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof 12 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) as of the Closing Date and that the conditions set forth in Section 13 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) on the date of such request. Within request and will be satisfied (except to the limits extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) on the proposed Drawdown Date of the provisions requested Loan or issuance of this Letter of Credit, as the case may be, PROVIDED that the making of such representation and warranty by the Borrower shall not limit the right of any Bank not to lend if such conditions have not been met. No Revolving Credit Loan or other extension of credit shall be required to be made by any Bank unless (in connection with the initial Revolving Credit Loan or Letter of Credit or other extension of credit) all of the conditions contained in Section 2.01, each Borrower may borrow, prepay pursuant 12 have been satisfied (except to the extent any such condition has been waived and/or deferred in writing by the Agent and the required number of Banks) as of the Closing Date and unless all of the conditions set forth in Section 4.01, 13 have been met at the time of any request for a Revolving Credit Loan or other extension of credit (except to the extent any such condition has been waived and/or deferred in writing by the Agent and reborrow under this Section 2.01the required number of Banks).

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank severally agrees to make Committed Credit Loans lend to the Borrower on the Closing Date the amount of its Term Percentage of the principal amount of $25,000,000 (the "Aggregate Term Loan Amount"); provided however that at the request of the Borrower made no later than three (3) Business Days prior to the Closing Date each Bank severally agrees to lend to the Borrower from time to time on any Banking Day during the period from the date hereof to Closing Date its Term Percentage of such lesser amount in an integral multiple of $1,000,000 (but not including less than $22,000,000) as the Expiration Borrower may request (the "Initial Term Loan Amount"). In the event the portion of the Term Loan advanced on the Closing Date is less than the Aggregate Term Loan Amount and subject to the terms and conditions set forth in this Credit Agreement, each Bank severally agrees to lend to the Borrower, upon not less than three (3) Business Days notice to the Agent, on a single date (the "Second Term Loan Disbursement Date, ") occurring no later than sixty (60) days after the Closing Date the amount of its Term Percentage of such amount (in an integral multiple of $1,000,000) as may be requested by such the Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at the Aggregate Term Loan Amount less the Initial Term Loan Amount; provided that in no event shall the sum of (i) the portion of the Term Loan advanced on the Closing Date and (ii) the portion of the Term Loan advanced on the Second Term Loan Disbursement Date exceed the Aggregate Term Loan Amount. In the event the Borrower fails for any one time outstanding reason to borrow such portion prior to sixty (60) days after the amount Closing Date, or if the Borrower fails to satisfy any conditions set forth in Section 16 on the proposed Second Term Loan Disbursement Date, then no further portion of such Bank's Commitment. Each Committed Credit the Term Loan made shall be advanced by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit portion of the Term Loan hereunder shall be made by delivering a Borrower Loan Request to the Agent setting forth the requested amount of such portion and shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof 15 and Section 16, in the case of the initial portion of the Term Loan to be made on the Closing Date, and Section 16, in the case of the portion of the Term Loan to be made on the Second Term Loan Disbursement Date, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this AgreementCredit Agreement (including, but not limited to those requirements set forth in (S)2.6 below), each Bank of the Banks severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Revolving Credit Loan Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof(S)2.6, in an such sums as are requested by the Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Commitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the extent that Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the principal amount of such Committed Total Commitment. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof (S)11 and (S)12, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and (S)12, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within Notwithstanding anything to the limits contrary contained herein, the Borrower shall only be permitted to borrow Revolving Credit Loans to finance any portion of a Permitted Acquisition during the period from the Closing Date until the third anniversary of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01Closing Date.

Commitment to Lend. (a) Subject to the terms and conditions set forth in this Agreement, each Bank severally agrees to make Committed Credit Loans revolving loans (collectively as to each all Banks, the "Revolving Loans") to the Borrower from time to time on any Banking Business Day during the period from the date hereof to (but not including including) the Expiration Commitment Expiry Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's CommitmentBorrower. Each Committed Credit Revolving Loan made by the Banks to a Borrower hereunder shall be in an the principal amount stated in the applicable Loan Request, shall be in a minimum principal amount of at least $1,000,000 or and an integral multiple thereof; PROVIDED of $100,000, and shall be allocated among the Banks ratably in proportion to their respective Commitment Amounts, provided that (i) at no time shall the aggregate outstanding principal amount of all Revolving Loans made by any Bank be obligated to fund or maintain Committed Credit Loans in excess of exceed such Bank's CommitmentCommitment Amount; (ii) at the time of such Revolving Loan, and after giving effect thereto, the M Portion of all outstanding Revolving Loans shall not exceed 50% of the current market value of the securities constituting Margin Stock in the Borrower's investment portfolio, as set forth on the schedule of portfolio securities delivered by the Borrower with the applicable Loan Request; (iii) at the time of such Revolving Loan, and after giving effect thereto, the NM Portion of all outstanding Revolving Loans shall not exceed 50% of the current market value of Eligible Assets, as set forth on the schedule of portfolio securities delivered by the Borrower with the applicable Loan Request; and (iv) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the aggregate outstanding principal amount of all Revolving Loans made by all Banks exceed the Maximum Amount. Within the limits of the provisions of this Section 2.1, the Borrower may borrow, repay pursuant to Section 2.9 or prepay pursuant to Section 2.10(a) and reborrow under this Section 2.1(a) from time to time until the Commitment Expiry Date. (b) Subject to the terms hereof, each Bank will lend to the Borrower, on the Commitment Expiry Date, a term loan (collectively as to all Banks, the "Term Loans") that shall not exceed, in the aggregate principal amount, the lesser of (i) such Committed Credit Loans, together with Bank's Commitment Amount and (ii) the aggregate principal amount of Swing Line Revolving Loans made by such Bank then outstanding (it being understood that the proceeds of such Loans will be applied to the Borrowers hereunderrepayment in full of all such outstanding Revolving Loans); provided that (i) at the time of such Term Loan, exceeds State Street Bankand after giving effect thereto, the M Portion of all outstanding Term Loans shall not exceed 50% of the current market value of the securities constituting Margin Stock in the Borrower's Commitmentinvestment portfolio, as set forth on the schedule of portfolio securities delivered by the Borrower with the applicable Loan Request; (ii) at the time of such Term Loan, and after giving effect thereto, the NM Portion of all outstanding Term Loans shall not exceed 50% of the current market value of Eligible Assets, as set forth on the schedule of portfolio securities delivered by the Borrower with the applicable Loan Request; and (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Term Loans made to the Borrowers hereunder by all Banks exceed the Maximum Committed Credit Amount; . The Term Loans shall be payable in eight equal consecutive quarterly installments on the last day of each calendar quarter, commencing on the first of such dates to occur after the Commitment Expiry Date. (ivc) at Provided that no time Default shall have occurred and be continuing, the Borrower may convert all or any part (in integral multiples of $1,000,000) pro rata among the Banks of any outstanding Loan into a Loan of any other type provided for in this Agreement in the same aggregate outstanding principal amount amount, on any Business Day (which, in the case of all Loans made a conversion of a Eurodollar Loan, shall be the last day of the Interest Period applicable to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseEurodollar Loan). Each request for a Committed Credit Loan by a The Borrower shall constitute a representation by give the Agent prior notice of each such Borrower that the conditions set forth conversion (which notice shall be effective upon receipt) in accordance with Section 6.02 hereof have been satisfied on the date of such request2.2. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.012.2.

Commitment to Lend. Subject to The Lender agrees, on the terms and conditions set forth in this Agreementherein, each Bank severally agrees to make Committed Revolving Credit Loans to each the Borrower from time to time on any Banking Day during before the period from Termination Date; provided that, immediately after each Revolving Credit Loan is made, the date hereof to but not including maximum aggregate outstanding principal amount of Revolving Credit Loans by the Expiration DateLender, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an plus the aggregate amount of the Letter of Credit Obligations shall not to exceed at any one time outstanding the amount of such Bank's the Revolving Credit Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans , provided further that, subject to the extent that foregoing limitations, from and after the Closing Date the aggregate principal amount of such Committed all Revolving Credit Loans, together with the aggregate principal amount of Swing Line Loans the Letter of Credit Obligations, at any one time outstanding shall not exceed the Revolving Credit Commitment. (as such figure may be reduced from time to time as provided in this Agreement, the Borrowers hereunder, exceeds State Street Bank's "Commitment; (iii) at no time "). Each Revolving Credit Borrowing that is a Libor Rate Borrowing under this Section shall the be in an aggregate outstanding principal amount of all Committed $500,000 or any larger multiple of $500,000 and each Revolving Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time Borrowing that is a Base Rate Borrowing under this Section shall the be in an aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum $500,000 or any larger multiple of $500,000 (except that any such Revolving Credit Amount; and (v) at no time shall Borrowing may be in the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed the Total Unused Revolving Credit Loan by a Borrower shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof have been satisfied on the date of such requestCommitment). Within the limits of foregoing limits, the provisions of this Section 2.01, each Borrower may borrowborrow under this Section, repay or, to the extent permitted by Section 2.10, prepay pursuant to Section 4.01, Loans and reborrow under this Section 2.01at any time before the Termination Date in accordance with this Agreement. Each Revolving Credit Loan shall, at the option of Borrower, be made or continued as, or converted into, a Base Rate Loan or a LIBOR Rate Loan upon the terms set forth herein.

Commitment to Lend. Subject Each Committed Lender severally agrees, subject to the Agent's determination that the terms and conditions of Sections 2.02 and 4.02 applicable to any Funding Date have been satisfied or waived by the Agent and on the other terms and conditions set forth in this Agreement, each Bank severally agrees to make Committed Credit Loans to the Borrower pursuant to this Section 2.01 on each Funding Date during the Availability Period in order to fund the acquisition of Railcars and related Leases by the Borrower from time to time on such Funding Date. The Loans advanced on any Banking Day during the period from the date hereof Funding Date with respect to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder Railcars and related Leases shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that not: (i) at no time shall in the case of any Bank be obligated Committed Lender, exceed (after giving effect to fund or maintain Committed Credit all Loans in excess of such Bank's Committed Lender and any Conduit Lender designated by such Committed Lender repaid concurrently with the making of such Loans) its Available Commitment; (ii) at no time shall State Street Bank be obligated to fund exceed the lesser of (A) the Unused Commitment Amount and (B) the product of the Advance Rate multiplied by the aggregate Fair Market Value of all Eligible Railcars included in such Railcars; or maintain Committed Credit Loans (iii) when added to the extent that the principal aggregate amount of such Committed Credit Loans, together the Loans then outstanding (after giving effect to all Loans repaid concurrently with the making of such Loans), exceed the lesser of (A) the Commitment Amount and (B) the Borrowing Base (after giving effect to the addition to and/or removal of the respective Fair Market Values of any Eligible Railcars to be added to or removed from the Portfolio on such Funding Date). Each Borrowing shall be in an aggregate principal amount of Swing Line Loans outstanding $5,000,000, in the case of the first Borrowing hereunder, or $1,000,000, in the case of subsequent Borrowings, or, in each case, any larger amount (except that any such Borrowing may be in the aggregate amount of the unused Commitments) and shall be made from the several Committed Lenders ratably in proportion to their respective Commitments. The Lenders have no obligation to make any Loan hereunder except as expressly set forth in this Agreement. Within the foregoing limits, the Borrower may borrow under this Section 2.01, repay, or, to the Borrowers hereunderextent permitted by Section 2.07, exceeds State Street Bank's Commitment; (iii) at no prepay, Loans and reborrow under this Section 2.01. In connection with the transactions on any Funding Date, the Agent may in its sole discretion grant the Borrower an extension of time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; in performing its obligations under Section 2.02 and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower shall constitute a representation by such Borrower that in fulfilling the conditions set forth in Section 6.02 hereof have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.014.02.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow on a joint and several basis from time to time on any Banking Day during the period from the date hereof Closing Date up to but not including the Expiration Date, as may be requested Revolving Credit Maturity Date upon notice by such Borrower the Borrowers to the Administrative Agent given in accordance with Section 2.04 hereofss.2.6, in an such sums as are requested by the Borrowers up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender's Revolving Credit Commitment MINUS such Lender's Revolving Credit Commitment Percentage of the amount sum of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount Maximum Drawing Amount and all Unpaid Reimbursement Obligations which have not been repaid with the proceeds of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Revolving Credit Loans, together PROVIDED that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) PLUS the Maximum Drawing Amount and all Unpaid Reimbursement Obligations which have not been repaid with the aggregate principal amount proceeds of Swing Line Loans outstanding to Revolving Credit Loans, shall not at any time exceed the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) Total Revolving Commitment at no time shall the aggregate outstanding principal amount of all Committed such time. The Revolving Credit Loans shall be made to the Borrowers hereunder exceed the Maximum Committed PRO RATA in accordance with each Lender's Revolving Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof ss.12 and ss.13, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and ss.13, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within Notwithstanding anything contained herein to the limits contrary, (a) for the period commencing on the Closing Date through the date that is seven (7) days from the Closing Date, the aggregate amount of Revolving Credit Loans outstanding plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations as of the provisions Closing Date shall not exceed $9,000,000 and (b) for the period commencing on the date that is seven (7) days from the Closing Date through the date that is ten (10) days from the Closing Date, the aggregate amount of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01Revolving Credit Loans outstanding shall not exceed $6,000,000.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow from time to time on any Banking Day during the period from between the date hereof of this Credit Agreement and the Maturity Date upon notice by the Borrowers to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof[section]2.5, in an such sums as requested by the Borrowers up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts then being requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Commitment provided that the aggregate outstanding principal balance of the Revolving Credit Loan made by Loans shall at no time exceed (a) the Banks to a Borrower hereunder shall be Total Commitment as then in effect less (b) an amount equal to the sum of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed the Imperio Term Loans and the commitments to make new loans under the Imperio Term Loan Agreement, plus (ii) the Maximum Drawing Amount with respect to outstanding Letters of Credit, plus (iii) the aggregate amount of Unpaid Reimbursement Obligations owing with respect to Letters of Credit issued hereunder. The Revolving Credit Loans shall be made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrowerpro rata in accordance with each Bank's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower shall constitute a representation by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof [section]9 and [section]10, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and [section]10, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each any Borrower and any Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof to but not including the Expiration Date, as may be requested Maturity Date upon notice by such Borrower to the Agent given in accordance with Section 2.04 hereof2.6, such sums, in Dollars and/or at any Borrower's option from time to time, subject to Section 2.9 hereof (including, without limitation, any restrictions arising from currency fluctuations as set forth in Section 2.9.4), in an Optional Currency, as are requested by any Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested, and including any Bank's participating interest in any Swing Line Loans outstanding) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of Commitment minus such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Commitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) and the extent that Competitive Bid Loans plus the principal amount of such Committed Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the Total Commitment. The Revolving Credit Loans, together Loans shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street each Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof 12 and Section 13, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and Section 13, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within Each Base Rate Loan shall be denominated in Dollars, and each Eurocurrency Rate Loan shall be denominated in Dollars, or, subject to Section 2.9 hereof, in an Optional Currency. No Foreign Borrower may borrow funds pursuant to a Revolving Credit Loan hereunder in any currency other than (a) the limits currency of the provisions of this Section 2.01, each country in which such Borrower may borrow, prepay pursuant to Section 4.01, is organized and reborrow under this Section 2.01doing business or (b) Dollars.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow from time to time on any Banking Day during the period from the date hereof Closing Date up to but not including the Expiration Date, as may be requested Maturity Date upon notice by such Borrower the Borrowers to the Administrative Agent given in accordance with Section 2.04 2.1.2, such sums in Dollars and/or, at the Borrowers' option from time to time, subject to Section 2.10 hereof, in an Optional Currency as are requested by the Borrowers up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such BankLender's Commitment. Each Committed Credit Loan made , as such Commitment has been deemed to be reduced by such Lender's Commitment Percentage of the Banks Dollar Equivalent of outstanding Swingline Loans and such Lender's LC Exposure, provided that (a) the Dollar Equivalent of the Total Facility Usage (after giving affect to a Borrower hereunder all amounts requested) shall be in an amount not exceed the lesser of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund the Total Commitment or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time the Aggregate Borrowing Base as then in effect, (b) the sum of the Dollar Equivalent of (x) the Co-Borrower Loans outstanding (after giving effect to all amounts requested), plus (y) the LC Exposure in respect of Letters of Credit issued for the account of the Co-Borrowers, plus (z) the Swingline Loans outstanding, shall State Street Bank be obligated not exceed the lesser of (x) the Total Commitment or (y) the Domestic Borrowing Base as then in effect and (c) the Dollar Equivalent of the Australian Loans and the UK Loans (after giving effect to fund or maintain Committed all amounts requested) and the LC Exposure in respect of Letters of Credit issued for the account of the UK Borrower and/or the Australian Borrower shall not exceed the Foreign Sublimit. The Revolving Credit Loans to the extent that the principal amount of such Committed Credit Loans, together shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bankeach Lender's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the applicable Borrower or, as the case may be, Borrowers that the conditions set forth above and in Section 6.02 hereof 11 and Section 12, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and Section 12, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. (a) Revolving Loans. Subject toDuring the Availability Period, each Lender severally, and not jointly, agrees, on the terms and conditions set forth herein, each Lender severally agreesin this Agreement, to make loans (each, a “Revolving Loan”) to or Revolving Loans to the Borrower from time to time pursuant to such Xxxxxx’s Revolving Commitment, which Revolving Loans: (i) may, except as set forth herein, at the option of the Borrower, be incurred and maintained as, or converted into, Revolving Loans that are Base Rate Loans or SOFR Loans, in each case denominated in Dollars or in an Alternative Currency from time to time during the Availability Period in an, as applicable, provided that all Revolving Loans made as part of the same Revolving Borrowing shall consist of Revolving Loans of the same Type; (ii) may be repaid or prepaid and reborrowed in accordance with the provisions hereof; and (iii) shall not be made if, after giving effect to any such Revolving Loan, (A) the Revolving Credit Exposure of any Lender would exceed such Lender’s Revolving Commitment, or (B) the aggregate Revolving Credit Exposure plus the principal amount that will not result in (i) such Revolving Lender’s Revolving Credit Exposure exceeding such Lender’s Revolving Commitment, or (ii) the aggregate Revolving Credit Exposure of the Revolving Lenders exceedingof Swing Loans would exceed (A1) the Maximum Loan Available Amount less (B2) the outstanding balance of all of the Term Loans; provided however, that no. The Revolving Lender shall be obligated to make a Revolving Loan in excess ofLoans to be made by each Lender will be made by such Lender on a pro rata basis based upon such Xxxxxx’s Revolving Loan Applicable Percentage of the difference between (A) the Maximum Loan Available Amount less the outstanding balance of all of the Term Loans and (B) the Revolving Credit Exposure. Within the foregoing limits and subject to the terms and conditions set forth in this Agreementherein, each Bank severally agrees to make Committed Credit Loans to each Borrower from time to time on any Banking Day during the period from the date hereof to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower shall constitute a representation by such Borrower that the conditions set forth in Section 6.02 hereof have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Revolving Loans during the Availability Period. each Revolving Borrowing, in each case in accordance with Section 2.012.02 hereof.

Commitment to Lend. Subject (a) Each Committed Lender severally agrees, subject to the Agent’s determination that the terms and conditions of Sections 2.02 and 4.03 applicable to any Funding Date have been (i) satisfied or, (ii) solely to the extent permitted by the last sentence of this clause (a) temporarily waived by the Agent, which waiver shall last for a period of no longer than 5 Business Days, or, (iii) in all other cases, waived by the Agent and all of the Lenders, and on the other terms and conditions set forth in this Agreement, each Bank severally agrees to make Committed Credit Loans to the Borrower pursuant to this Section 2.01 on each Funding Date during the Availability Period in order to fund the acquisition of Railcars and related Leases by the Borrower from time to time on such Funding Date. The Loans advanced on any Banking Day during the period from the date hereof Funding Date with respect to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder Railcars and related Leases shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that not: (i) at no time shall in the case of any Bank be obligated Committed Lender, exceed (after giving effect to fund or maintain Committed Credit all Loans in excess of such Bank's Committed Lender and any Conduit Lender designated by such Committed Lender repaid concurrently with the making of such Loans) its Available Commitment; (ii) at no time shall State Street Bank be obligated to fund exceed the lesser of (A) the Unused Commitment Amount and (B) the product of the applicable Advance Rate multiplied by the aggregate Fair Market Value of all Eligible Railcars included in such Railcars; or maintain Committed Credit Loans (iii) when added to the extent that the principal aggregate amount of such Committed Credit Loans, together the Loans then outstanding (after giving effect to all Loans repaid concurrently with the making of such Loans), exceed the lesser of (A) the Commitment Amount and (B) the Borrowing Base (after giving Second Amended and Restated Warehouse Loan Agreement effect to the addition to and/or removal of the respective Fair Market Values of any Eligible Railcars to be added to or removed from the Portfolio on such Funding Date). Each Borrowing shall be in a minimum aggregate principal amount of Swing Line Loans outstanding $5,000,000, in the case of the first Borrowing hereunder, or $1,000,000, in the case of subsequent Borrowings, and shall be made from the several Committed Lenders ratably in proportion to their respective Commitments. The Lenders have no obligation to make any Loan hereunder except as expressly set forth in this Agreement. Within the foregoing limits, the Borrower may borrow under this Section 2.01, repay, or, to the Borrowers hereunderextent permitted by Section 2.07, exceeds State Street Bank's Commitment; (iii) at no time shall prepay, Loans and reborrow under this Section 2.01. In connection with the aggregate outstanding principal amount of all Committed Credit Loans made to transactions on any Funding Date, the Borrowers hereunder exceed Agent may in its sole discretion grant the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request a temporary waiver for a Committed Credit Loan by specified period of time (which, for the avoidance of doubt, shall last for a Borrower shall constitute a representation by such Borrower that period of no longer than 5 Business Days) to perform its obligations under clauses (i) or (ii) of the penultimate sentence of clause (c) of Section 2.02 and to fulfill the conditions set forth in Section 6.02 hereof have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.014.03 (other than clauses (a), each Borrower may borrow(b), prepay pursuant to Section 4.01(c), and reborrow under this Section 2.01(d), (f), (g), (m), or (n) thereof).

Commitment to Lend. (a) Tranche A Commitment. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Tranche A Banks severally agrees to make Committed Credit Loans lend to each the Borrower, and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during the period from the date hereof Closing Date up to but not including the Expiration Tranche A Conversion Date, as may be requested upon notice by such the Borrower to the Agent given in accordance with Section 2.04 hereof2.5, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be Tranche A Commitment then in an amount of $1,000,000 or an integral multiple thereof; PROVIDED effect, provided that (i) the sum of the outstanding Tranche A Loans (after giving effect to all amounts requested) shall not at no any time exceed the lesser of (A) the Tranche A Total Commitment then in effect and (B) the Borrowing Base and (ii) the sum of the outstanding Tranche A Loans and the outstanding Tranche B Loans (after giving effect to all amounts requested) shall not at any time exceed ninety-five percent (95%) of the Eligible Consumer Loan Amount. Notwithstanding anything herein to the contrary, the Borrower acknowledges, confirms and agrees that it shall not be entitled to receive, nor shall any Bank be obligated required to fund make, any Tranche A Loan if and to the extent that: (i) the Borrower has failed to substantially adhere to the Business Plan, including the Senior Lender Advance Schedule, as determined by the Required Banks in their sole and absolute discretion; or maintain Committed Credit Loans (ii) the most recent Weekly Flash Report delivered to the Banks in accordance with Section 7.4(n), indicates that the Borrower has in excess of such five million dollars ($5,000,000) in Available Cash on Hand. The Tranche A Loans shall be made pro rata in accordance with each Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseTranche A Commitment Percentage. Each request for a Committed Credit Tranche A Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof 10 and Section 11, in the case of the initial Tranche A Loan to be made on the Closing Date, and Section 11, in the case of all other Tranche A Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject (a) Each Committed Lender severally agrees, subject to the Agent’s determination that the terms and conditions of Sections 2.02 and 4.03 applicable to any Funding Date have been (i) satisfied or, (ii) solely to the extent permitted by the last sentence of this clause (a) temporarily waived by the Agent or, (iii) in all other cases, waived by the Agent and all of the Lenders, and on the other terms and conditions set forth in this Agreement, each Bank severally agrees to make Committed Credit Loans to the Borrower pursuant to this Section 2.01 on each Funding Date during the Availability Period in order to fund the acquisition of Railcars and related Leases by the Borrower from time to time on such Funding Date. The Loans advanced on any Banking Day during the period from the date hereof Funding Date with respect to but not including the Expiration Date, as may be requested by such Borrower in accordance with Section 2.04 hereof, in an aggregate amount not to exceed at any one time outstanding the amount of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder Railcars and related Leases shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that not: (i) at no time shall in the case of any Bank be obligated Committed Lender, exceed (after giving effect to fund or maintain Committed Credit all Loans in excess of such Bank's Committed Lender and any Conduit Lender designated by such Committed Lender repaid concurrently with the making of such Loans) its Available Commitment; (ii) at no time shall State Street Bank be obligated to fund exceed the lesser of (A) the Unused Commitment Amount and (B) the product of the Advance Rate multiplied by the aggregate Fair Market Value of all Eligible Railcars included in such Railcars; or maintain Committed Credit Loans (iii) when added to the extent that the principal aggregate amount of such Committed Credit Loans, together the Loans then outstanding (after giving effect to all Loans repaid concurrently with the making of such Loans), exceed the lesser of (A) the Commitment Amount and (B) the Borrowing Base (after giving effect to the addition to and/or removal of the respective Fair Market Values of any Eligible Railcars to be added to or removed from the Portfolio on such Funding Date). Each Borrowing shall be in a minimum aggregate principal amount of Swing Line Loans outstanding $5,000,000, in the case of the first Borrowing hereunder, or $1,000,000, in the case of subsequent Borrowings, and shall be made from the several Committed Lenders ratably in proportion to their respective Commitments. The Lenders have no obligation to make any Loan hereunder except as expressly set forth in this Agreement. Within the foregoing limits, the Borrower may borrow under this Section 2.01, repay, or, to the Borrowers hereunderextent permitted by Section 2.07, exceeds State Street Bank's Commitment; (iii) at no time shall prepay, Loans and reborrow under this Section 2.01. In connection with the aggregate outstanding principal amount of all Committed Credit Loans made to transactions on any Funding Date, the Borrowers hereunder exceed Agent may in its sole discretion grant the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. Each request a temporary waiver for a Committed Credit specified period of time to perform its obligations under clauses (i) or (ii) of the penultimate sentence of clause (c) of Section 2.02 and Amended and Restated Warehouse Loan by a Borrower shall constitute a representation by such Borrower that Agreement to fulfill the conditions set forth in Section 6.02 hereof have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.014.03 (other than clauses (b), each Borrower may borrow(c), prepay pursuant to Section 4.01(d), and reborrow under this Section 2.01(g) or (n) thereof).

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during the period from between the date hereof of this Credit Agreement and the Maturity Date upon notice by the Borrower to but not including the Expiration Date, Administrative Agent given in accordance with Section 2.5 such sums as may be requested by such the Borrower in accordance with Section 2.04 hereof, in an up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all Loans then being requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made Commitment minus such Bank's Commitment Percentage of the sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations; PROVIDED THAT (i) subject to Section 2.7 hereof, such borrowings up to a maximum aggregate principal amount outstanding (after giving effect to all Loans then being requested) at any one time equal to a Dollar Equivalent of $100,000,000 may be requested by the Banks Borrower to a Borrower hereunder be made in Euros, (ii) all other borrowings shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit LoansDollars, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; and (iii) at no time shall the aggregate sum of the Dollar Equivalent of the outstanding principal amount of the Loans (after giving effect to all Committed Credit Loans made to then being requested) plus the Borrowers hereunder Maximum Drawing Amount plus all Unpaid Reimbursement Obligations shall not exceed the Maximum Committed Credit Amount; (iv) at no time Total Commitment. The Loans shall the aggregate outstanding principal amount of all Loans be made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such BorrowerPRO RATA in accordance with each Bank's Borrowing BaseCommitment Percentage. Each request for a Committed Credit Loan by a Borrower shall constitute a representation by such the Borrower that the conditions set forth in Section 6.02 hereof 8 and Section 9, in the case of the initial Loans to be made on the Closing Date, and Section 9, in the case of all other Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01Each Base Rate Loan shall be denominated in Dollars, and each Borrower may borrowEurocurrency Rate Loan shall be denominated in Dollars or, prepay pursuant subject to Section 4.012.7 hereof, and reborrow under this Section 2.01in Euros.

Commitment to Lend. Subject to the provisions of §2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to the Borrower, and the Borrower may borrow, repay, and reborrow from each Borrower Lender from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent (with copies to the Agent for each Lender) given in accordance with Section 2.04 hereof§2.4, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time equal to such Lender’s Commitment minus, without double counting, an amount equal to such Lender’s Commitment Percentage multiplied by the sum of all Reimbursement Obligations to the extent not yet deemed Revolving Credit Loans and the Maximum Drawing Amount; provided that the sum of the outstanding the amount of such Bank's Commitment. Each Committed the Revolving Credit Loan made by Loans (after giving effect to all amounts requested), plus the Banks to a Borrower hereunder Maximum Drawing Amount and, without double counting the portion, if any, of any Letter of Credit which is drawn and included in the Revolving Credit Loans, all outstanding Reimbursement Obligations, shall be in an amount not at any time exceed the lesser of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; the Total Commitment and (ii) the Availability at no such time, and provided, further, that at the time shall State Street Bank be obligated the Borrower requests a Revolving Credit Loan and after giving effect to fund the making thereof: (i) in the case of any borrowing or maintain Committed other extension of credit, all of the conditions in §13 (and in the case of the initial borrowing on the Closing Date, also the conditions in §12) have been met at the time of such request, and (ii) there has not occurred and is not continuing (or will not occur by reason thereof) any Default or Event of Default. The Revolving Credit Loans to the extent that the principal amount of such Committed Credit Loans, together shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Baseeach Lender’s Commitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to §2.4 shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §12 have been satisfied as of the Closing Date and that the conditions set forth in §13 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Loan or issuance of this Section 2.01Letter of Credit, each as the case may be, provided that the making of such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Lender not to Section 4.01lend if such conditions have not been met. No Revolving Credit Loan or other extension of credit shall be required to be made by any Lender unless all of the conditions contained in §12 have been satisfied as of the Closing Date with respect to the initial Revolving Credit Loan or issuance of Letter of Credit, and reborrow under this Section 2.01unless all of the conditions set forth in §13 have been satisfied at the time of any request for a Revolving Credit Loan or other extension of credit and on the Drawdown Date therefor.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Applicable Lenders severally agrees on the Restatement Effective Date to make Committed Credit Loans lend (a) to the Domestic Borrowers in Dollars, (b) to the European Borrowers in Euro, (c) to the Canadian Borrower in Canadian Dollars, (d) to the Australian Borrower in Australian Dollars, (e) to the UK Borrower in GBP and/or (f) to each applicable Designated Subsidiary, if any, in such currency (including any Alternative Currency) as may be specified in each applicable Designated Subsidiary Joinder, and such Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Restatement Effective Date and the date hereof Maturity Date upon notice by such Borrower to but not including the Expiration DateApplicable Agent given in accordance with §2.6, such sums as may be are requested by such Borrower in accordance with Section 2.04 hereof, in an up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender’s Commitment, minus the amount of such Bank's CommitmentLender’s Commitment Percentage of the Letter of Credit Obligations in respect of such Borrower; provided, (A) that the Total Domestic Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Domestic Revolving Loan Commitments, (B) the Total European Exposure (after giving effect to all amounts requested) does not exceed the Aggregate European Commitments, (C) the Total Canadian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Canadian Revolving Loan Commitments, (D) the Total Australian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Australian Revolving Loan Commitments, (E) the Total UK Revolver Exposure does not exceed the Aggregate UK Revolving Loan Commitments and (F) the Total Designated Subsidiary Exposure does not exceed the Aggregate Designated Subsidiary Commitments. Each Committed Credit Loan made by the Banks to a Borrower hereunder The Loans under this §2.1 shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time accordance with each Lender’s Commitment Percentage. Subject to §2.10, the Domestic Revolving Loan Commitments, the Australian Revolving Loan Commitments, the Canadian Revolving Loan Commitments, the European Commitments, the UK Revolving Loan Commitments and the applicable Designated Subsidiary Commitments, if any, shall any Bank only be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans available to the extent that Domestic Borrowers, the principal amount of Australian Borrower, the Canadian Borrower, the European Borrowers, the UK Borrower and each applicable Designated Subsidiary, respectively, and if unused by such Committed Credit LoansBorrower, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made will not be available to any Borrower hereunder exceed such other Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Applicable Borrower that the conditions set forth in Section 6.02 hereof §13 (subject, in the case of any Loans borrowed pursuant to §6.18 in connection with a Permitted Acquisition, to the provisions of §6.18) have been satisfied on the date of such request. Within Notwithstanding the limits of foregoing, any Cashless Option Revolving Lender as defined in and in accordance with Amendment No. 1 shall not actually make a loan on the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant Restatement Effective Date but shall be deemed to Section 4.01, have exchanged its outstanding Revolving Loans (if any) under and reborrow under this Section 2.01as defined in the Original Credit Agreement in accordance with Amendment No. 1.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during the period from the date hereof to but not including Closing Date until the Expiration Maturity Date, as may be requested upon notice by such the Borrower to the Agent given in accordance with Section 2.04 SECTION 2.6 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender's Commitment MINUS such Lender's Commitment Percentage of the amount sum of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereofMaximum Drawing Amount and all Unpaid Reimbursement Obligations; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed the sum of the outstanding amount of the Revolving Credit Loans in excess (after giving effect to all amounts requested) PLUS the Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at any time exceed the lesser of such Bank's Commitment; (ii) at no time the Total Commitment and the Borrowing Base, and PROVIDED FURTHER, that the Borrower shall State Street Bank be obligated not have the right to fund or maintain Committed request any Revolving Credit Loans to the extent that hereunder unless the principal amounts then outstanding under the UK Facility (including the maximum amount available to be drawn under letters of credit and other collateral instruments issued under such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding facility) are equal to the Borrowers hereunder, exceeds State Street Bank's Commitment; or greater than (iii) at no time shall the aggregate outstanding principal amount of all Committed pound)2,000,000. The Revolving Credit Loans shall be made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such BorrowerPRO RATA in accordance with each Lender's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof SECTIONS 12 and 13 hereof, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and SECTION 13, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Lenders severally agrees (a) on the Closing Date, to make Committed convert the revolving credit loans and letters of credit outstanding under the Prior Credit Agreement, if any, to Revolving Credit Loans and Letters of Credit under this Credit Agreement and (b) to each lend to the US Borrower and the US Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the US Borrower to but not including the Expiration Date, as may be requested by such Borrower Administrative Agent given in accordance with Section 2.04 hereof(Section)2.6, in an such sums as are requested by the US Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender's Commitment (as such Commitment has been deemed to be reduced by such Lender's Swingline Exposure), minus the amount of such BankLender's Commitment Percentage of the Letter of Credit Obligations; provided, that the Total Revolver Exposure (after giving effect to all amounts requested) does not exceed the Total Commitment. Each Committed The Revolving Credit Loan made by the Banks to a Borrower hereunder Loans shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bankaccordance with each Lender's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the US Borrower that the conditions set forth in Section 6.02 hereof (Section)12 and (Section)13 hereof, in the case of the initial Revolving Credit Loans to be made on the Closing Date, and (Section)13 hereof, in the case of all other Revolving Credit Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth ------------------ in this Credit Agreement, each of the Multicurrency Lenders and the Fronting Bank severally agrees to make Committed Credit Loans lend to each Borrower Samsonite Europe, and Samsonite Europe may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof to but not including the Expiration Revolving Multicurrency Loan Maturity Date, as may be requested upon notice by such Borrower Samsonite Europe to the Foreign Agent given in accordance with Section 2.04 hereof(S)4.7, such sums, in Dollars and/or at Samsonite Europe's option from time to time, subject to (S)4.11 hereof (including, without limitation, any restrictions arising from currency fluctuations as set forth in (S)4.11.4), in an aggregate Optional Currency, as are requested by Samsonite Europe in an amount for each such advance not to exceed at (after giving effect to all amounts requested), in the Dollar Equivalent amount (a) in the case of any one time outstanding Multicurrency Lender, such Lender's Revolving Multicurrency Commitment minus the aggregate principal ----- amount of such BankMulticurrency Lender's Commitment. Each Committed Credit Loan made outstanding Revolving Multicurrency Loans, minus the amount by which the Banks to a Borrower hereunder Multicurrency Swing Line Loans ----- outstanding at such time shall be in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that deemed to have used such Multicurrency Lender's Revolving Multicurrency Commitment pursuant to (iS)4.10 hereof, minus (without duplication) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess the sum of such Multicurrency Lender's ----- Revolving Multicurrency Commitment Percentage of the Maximum Drawing Amount of all outstanding Foreign Letters of Credit and the Foreign Unpaid Reimbursement Obligations owing to such Multicurrency Lenders and (b) in the case of the Fronting Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to , the extent that the principal amount of such Committed Credit Loans, together with aggregate Non-Multicurrency Lenders' Commitments minus the aggregate principal amount of the Fronting Bank's ----- outstanding Fronted Loans consisting of Revolving Multicurrency Loans, minus the aggregate amount by which the Multicurrency Swing Line Loans ----- outstanding at such time shall be deemed to have used each such Non- Multicurrency Lender's Revolving Multicurrency Commitment pursuant to (S)4.10, minus (without duplication) the Borrowers hereundersum of each Non-Multicurrency ----- Lender's Revolving Multicurrency Commitment Percentage of the Maximum Drawing Amount of all outstanding Foreign Letters of Credit and the Foreign Unpaid Reimbursement Obligations owing to each Non-Multicurrency Lender, exceeds State Street Bank's Commitment; provided that (iiia) the sum in the Dollar Equivalent amount of the -------- outstanding amount of the Revolving Multicurrency Loans (after giving effect to all amounts requested) plus the outstanding amount of the ---- Multicurrency Swing Line Loans plus the Maximum Drawing Amount and all Foreign Unpaid Reimbursement Obligations with respect to all Foreign Letters of Credit shall not at any time exceed the Total Revolving Multicurrency Commitment and (b) at no time all times the outstanding aggregate principal Dollar Equivalent amount of all Revolving Multicurrency Loans made by (i) each Multicurrency Lender shall equal such Multicurrency Lender's Revolving Multicurrency Commitment Percentage of the outstanding aggregate outstanding principal amount of all Committed Credit Multicurrency Loans made pursuant to (S)4 hereof and (ii) the Borrowers hereunder exceed Fronting Bank shall equal the Maximum Committed Credit Amount; (iv) at no time shall Non-Multicurrency Lenders' Commitment Percentages of the outstanding aggregate outstanding principal amount of all Revolving Multicurrency Loans made pursuant to (S)4 hereof. The Revolving Multicurrency Loans shall be made pro rata in accordance with --- ---- each Multicurrency Lender's Revolving Multicurrency Commitment Percentage; provided, however, the Borrowers hereunder exceed Fronting Bank shall be required to make that portion -------- ------- of the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Revolving Multicurrency Loans which would otherwise be required to be made to any Borrower hereunder exceed such Borrower's Borrowing Baseby a Non-Multicurrency Lender. Each request for a Committed Credit Revolving Multicurrency Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower Samsonite Europe that the conditions set forth in Section 6.02 hereof (S)12 and (S)13, in the case of the initial Revolving Multicurrency Loans to be made on the Closing Date, and (S)13, in the case of all other Revolving Multicurrency Loans, have been satisfied on the date of such request. Within Each Revolving Multicurrency Loan shall be funded from the limits applicable Multicurrency Lending Office of each Multicurrency Lender located in Belgium and the provisions of this Section 2.01Fronting Bank's Belgian Lending Office, each Borrower as the case may borrow, prepay pursuant to Section 4.01be, and reborrow under this Section 2.01shall be denominated in Dollars, or, subject to (S)4.11 hereof, in an Optional Currency.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Applicable Lenders severally agrees (a) on the Closing Date, to make Committed convert letters of credit outstanding under the Existing Credit Loans Agreement, if any, to each Letters of Credit under this Credit Agreement and (b) to lend (i) to the Domestic Borrowers in Dollars, (ii) to the European Borrower in Euro, (iii) to the Canadian Borrowers in Canadian Dollars and/or (iv) to the Australian Borrower in Australian Dollars, and such Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by such Borrower to but not including the Expiration DateApplicable Agent given in accordance with §2.6, such sums as may be are requested by such Borrower in accordance with Section 2.04 hereof, in an up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender’s Commitment, minus the amount of such Bank's CommitmentLender’s Commitment Percentage of the Letter of Credit Obligations in respect of such Borrower; provided, (A) that the Total Domestic Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Domestic Revolving Loan Commitments, (B) the Total European Exposure (after giving effect to all amounts requested) does not exceed the Aggregate European Commitments, (C) the Total Canadian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Canadian Revolving Loan Commitments, and (D) the Total Australian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Australian Revolving Loan Commitments. Each Committed Credit Loan made by the Banks to a Borrower hereunder The Loans under this §2.1 shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time accordance with each Lender’s Commitment Percentage. Subject to §2.10, the Domestic Revolving Loan Commitments, the Australian Revolving Loan Commitments, the Canadian Revolving Loan Commitments and the European Commitments shall any Bank only be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans available to the extent that Domestic Borrowers, the principal amount of Australian Borrower, the Canadian Borrower and the European Borrower, respectively, and if unused by such Committed Credit LoansBorrower, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made will not be available to any Borrower hereunder exceed such other Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Applicable Borrower that the conditions set forth in Section 6.02 hereof §12 and §13 hereof, in the case of the initial Loans to be made on the Closing Date, and §13 hereof, in the case of all other Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers (the "Loans"), and the Borrowers may borrow (and repay and reborrow) from time to time on any Banking Day during between the period from Closing Date and the date hereof to but not including the Expiration Maturity Date, as may be requested upon notice by such Borrower the Borrowers to the Agent given in accordance with Section 2.04 hereof2.6, such sums as are requested by the Borrowers for the purposes set forth in an Section 7.11 (but subject to the limitations set forth in Section 7.11) up to the lesser of (a) a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested and the amount of Letters of Credit Outstanding including Letters of Credit accepted but unpaid) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Loan made by Commitment and (b) such Bank's Commitment Percentage of the Banks to a Borrower hereunder shall be in an amount sum of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; the Borrowing Base, LESS (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of the Loans, LESS (iii) fifty percent (50%) of the undrawn amount of Letters of Credit supporting unfunded Project Costs, LESS (iv) fifty percent (50%) of the undrawn amount of Third Party Letters of Credit; PROVIDED, FURTHER, that, in all Committed events no Default or Event of Default shall have occurred and be continuing and the Borrowers shall be in compliance with all covenants as required pursuant to Section 2.6(ii); and PROVIDED, FURTHER, that the outstanding principal amount of the Loans (after giving effect to all amounts requested and the amount of Letters of Credit Outstanding including Letters of Credit accepted but unpaid) shall not at any time exceed the Total Commitment. The Loans shall be made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such BorrowerPRO RATA in accordance with each Bank's Borrowing BaseCommitment Percentage. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the applicable Borrower that all of the conditions set forth in Section 6.02 hereof 10 and Section 11, in the case of the initial Loan, and Section 11, in the case of all other Loans, have been satisfied on the date of such request. Within No Bank shall have any obligation to make Loans to the limits Borrowers in the maximum aggregate principal amount outstanding of more than the provisions principal face amount of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01its Note.

Commitment to Lend. Subject to the terms and conditions set forth in this Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to each the Borrower and the Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Effective Date and the date hereof Final Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 1.02 hereof, in an such sums as are requested by the Borrower up to a maximum aggregate amount not Outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender's Commitment MINUS such Lender's Commitment Percentage of the amount sum of such Bank's Commitment. Each Committed Credit Loan made by the Banks to a Borrower hereunder shall be in an amount of $1,000,000 or an integral multiple thereofMaximum Drawing Amount and all Unpaid Reimbursement Obligations; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess the sum of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal Outstanding amount of such Committed Credit Loans, together with the aggregate principal amount of Swing Line Loans outstanding Advances (after giving effect to all amounts requested) PLUS the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) Maximum Drawing Amount and all Unpaid Reimbursement Obligations shall not at no any time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time Total Commitment. The Advances shall the aggregate outstanding principal amount of all Loans be made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such BorrowerPRO RATA in accordance with each Lender's Borrowing BaseCommitment Percentage. Each request for a Committed Credit Loan by a Borrower an Advance hereunder shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof 4.01 and Section 4.02 have been satisfied on the date of such request. Each Borrowing of a Base Rate Advance under this Section 1.01(a) shall be in an aggregate amount of $500,000 or an integral multiple thereof. Each Borrowing of a Eurodollar Rate Advance under this Section 1.01(a) shall be in the aggregate amount of $5,000,000 or an integral multiple thereof. Each Borrowing under this Section 1.01(a) shall consist of Advances made on the same day by each Lender ratably according to the respective Commitment Percentages of the Lenders. Within the limits of each Lender's Commitment, the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.011.08, and reborrow under this Section 2.011.01(a)."

Commitment to Lend. Subject to the provisions of §2.4 and the other terms and conditions set forth in this Agreement, each Bank of the Lenders severally agrees to make Committed Credit Loans lend to the Borrower, and the Borrower may borrow, repay, and reborrow from each Borrower Lender from time to time on any Banking Day during between the period from Closing Date and the date hereof Maturity Date upon notice by the Borrower to but not including the Expiration Date, as may be requested by such Borrower Agent (with copies to the Agent for each Lender) given in accordance with Section 2.04 hereof§2.4, in an such sums as are requested by the Borrower up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time equal to such Lender's Commitment minus, without double counting, an amount equal to such Lender’s Commitment Percentage multiplied by the sum of all Reimbursement Obligations to the extent not yet deemed Revolving Credit Loans and the Maximum Drawing Amount; provided that the sum of the outstanding the amount of such Bank's Commitment. Each Committed the Revolving Credit Loan made by Loans (after giving effect to all amounts requested), plus the Banks to a Borrower hereunder Maximum Drawing Amount and, without double counting the portion, if any, of any Letter of Credit which is drawn and included in the Revolving Credit Loans, all outstanding Reimbursement Obligations, shall be in an amount not at any time exceed the lesser of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; the Total Commitment and (ii) the Availability at no such time, and provided, further, that at the time shall State Street Bank be obligated the Borrower requests a Revolving Credit Loan and after giving effect to fund the making thereof: (i) in the case of any borrowing or maintain Committed other extension of credit, all of the conditions in §13 (and in the case of the initial borrowing on the Closing Date or other date of initial borrowing, also the conditions in §12) have been met at the time of such request, and (ii) there has not occurred and is not continuing (or will not occur by reason thereof) any Default or Event of Default. The Revolving Credit Loans to the extent that the principal amount of such Committed Credit Loans, together shall be made pro rata in accordance with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bankeach Lender's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing BaseCommitment Percentage. Each request for a Committed Revolving Credit Loan by a Borrower made pursuant to §2.4 shall constitute a representation and warranty by such the Borrower that the conditions set forth in Section 6.02 hereof §12 have been satisfied as of the Closing Date (or other date of initial borrowing) and that the conditions set forth in §13 have been satisfied on the date of such request. Within request and will be satisfied on the limits proposed Drawdown Date of the provisions requested Loan or issuance of this Section 2.01Letter of Credit, each as the case may be, provided that the making of such representation and warranty by the Borrower may borrow, prepay pursuant shall not limit the right of any Lender not to Section 4.01lend if such conditions have not been met. No Revolving Credit Loan or other extension of credit shall be required to be made by any Lender unless all of the conditions contained in §12 have been satisfied as of the Closing Date (or other date of initial borrowing) with respect to the initial Revolving Credit Loan or issuance of Letter of Credit, and reborrow under this Section 2.01unless all of the conditions set forth in §13 have been satisfied at the time of any request for a Revolving Credit Loan or other extension of credit and on the Drawdown Date therefor.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Banks severally agrees to make Committed Credit Loans lend to each Borrower the Borrowers and the Borrowers may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Effective Date and the date hereof Maturity Date upon notice by the Borrowers to but not including the Expiration Date, as may be requested by such Borrower Agent given in accordance with Section 2.04 hereof/section/2.6, in an such sums as are requested by the Borrowers up to a maximum aggregate amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding the amount of equal to such Bank's Commitment. Each Committed Credit Commitment or, if Bank of Boston Connecticut elects, in its sole discretion, to fund any Loan made by pursuant to the Banks to a Borrower hereunder shall be in an amount terms of $1,000,000 or an integral multiple thereof/section/2.9 hereof, no later than 12:00 noon (Hartford, Connecticut time) on the proposed Drawdown Date of such Loan; PROVIDED that (i) at no time shall any Bank be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans to the extent that the principal amount of such Committed Credit Loans, together with the outstanding aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to shall not at any time exceed at the Borrowers hereunder exceed lesser of (i) the Maximum Credit Amount; Total Commitment and (vii) at no time shall the aggregate outstanding principal amount of all Loans made to any Borrower hereunder exceed such Borrower's Borrowing Base. The Loans shall be made PRO RATA in accordance with each Bank's Commitment Percentage. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such Borrower the Borrowers that the conditions set forth in Section 6.02 hereof /section/10 and /section/11, in the case of the initial Loans to be made on the Effective Date, /section//section/10A and 11 in the case of a Loan which is an Acquisition Credit Loan, and /section/11 in the case of all other Loans, have been satisfied on the date of such request. Within the limits of the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant to Section 4.01, and reborrow under this Section 2.01.

Commitment to Lend. Subject to the terms and conditions set forth in this Credit Agreement, each Bank of the Applicable Lenders severally agrees on the Restatement Effective Date to make Committed Credit Loans lend (a) to the Domestic Borrowers in Dollars, (b) to the European Borrowers in Euro, (c) to the Canadian Borrower in Canadian Dollars, (d) [Reserved], (e) to the UK Borrower in GBP and/or (f) to each applicable Designated Subsidiary, if any, in such currency (including any Alternative Currency) as may be specified in each applicable Designated Subsidiary Joinder, and such Borrower may borrow, repay, and reborrow from time to time on any Banking Day during between the period from Restatement Effective Date and the date hereof Maturity Date upon notice by such Borrower to but not including the Expiration DateApplicable Agent given in accordance with §2.6, such sums as may be are requested by such Borrower in accordance with Section 2.04 hereof, in an up to a maximum aggregate principal amount not outstanding (after giving effect to exceed all amounts requested) at any one time outstanding equal to such Lender’s Commitment, minus the amount of such Bank's CommitmentLender’s Commitment Percentage of the Letter of Credit Obligations in respect of such Borrower; provided, (A) that the Total Domestic Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Domestic Revolving Loan Commitments, (B) the Total European Exposure (after giving effect to all amounts requested) does not exceed the Aggregate European Commitments, (C) the Total Canadian Revolver Exposure (after giving effect to all amounts requested) does not exceed the Aggregate Canadian Revolving Loan Commitments, (D) [Reserved], (E) the Total UK Revolver Exposure does not exceed the Aggregate UK Revolving Loan Commitments and (F) the Total Designated Subsidiary Exposure does not exceed the Aggregate Designated Subsidiary Commitments. Each Committed Credit Loan made by the Banks to a Borrower hereunder The Loans under this §2.1 shall be made pro rata in an amount of $1,000,000 or an integral multiple thereof; PROVIDED that (i) at no time accordance with each Lender’s Commitment Percentage. Subject to §2.10, the Domestic Revolving Loan Commitments, the Canadian Revolving Loan Commitments, the European Commitments, the UK Revolving Loan Commitments and the applicable Designated Subsidiary Commitments, if any, shall any Bank only be obligated to fund or maintain Committed Credit Loans in excess of such Bank's Commitment; (ii) at no time shall State Street Bank be obligated to fund or maintain Committed Credit Loans available to the extent that Domestic Borrowers, the principal amount of Canadian Borrower, the European Borrowers, the UK Borrower and each applicable Designated Subsidiary, respectively, and if unused by such Committed Credit LoansBorrower, together with the aggregate principal amount of Swing Line Loans outstanding to the Borrowers hereunder, exceeds State Street Bank's Commitment; (iii) at no time shall the aggregate outstanding principal amount of all Committed Credit Loans made to the Borrowers hereunder exceed the Maximum Committed Credit Amount; (iv) at no time shall the aggregate outstanding principal amount of all Loans made to the Borrowers hereunder exceed the Maximum Credit Amount; and (v) at no time shall the aggregate outstanding principal amount of all Loans made will not be available to any Borrower hereunder exceed such other Borrower's Borrowing Base. Each request for a Committed Credit Loan by a Borrower hereunder shall constitute a representation and warranty by such the Applicable Borrower that the conditions set forth in Section 6.02 hereof §13 (subject, in the case of any Loans borrowed pursuant to §6.18 in connection with a Permitted Acquisition, to the provisions of §6.18) have been satisfied on the date of such request. Within Notwithstanding the limits of foregoing, any Cashless Option Revolving Lender as defined in and in accordance with Amendment No. 3 shall not actually make a loan on the provisions of this Section 2.01, each Borrower may borrow, prepay pursuant Restatement Effective Date but shall be deemed to Section 4.01, have exchanged its outstanding Revolving Loans (if any) under and reborrow under this Section 2.01as defined in the Existing Credit Agreement in accordance with Amendment No. 3.