Common use of Agreement to Make Swingline Loans Clause in Contracts

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes of Commitments exceeding $200,000,000 150,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX2.04, (iiii)(A) in the case of any Swingline Lender with a Dollar Commitment, the sum of any such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Dollar Commitment and (B) in the case of any Swingline Lender with a Multicurrency Commitment, (iii) the sum of any such Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, (iiiiviii) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Revolving Multicurrency Commitment of such Swingline Lender to the Borrower from time to time during the Availability PeriodPeriod for the 2028 Revolving Multicurrency Commitments, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX100,000,000, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Revolving Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Revolving Multicurrency Commitment;, ; (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (viii) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Revolving Multicurrency Commitments or (ivviiv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes exceeding $200,000,000 245,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX2.04, (iiii)(A) in the case of any Swingline Lender with a Dollar Commitment, the sum of any such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Dollar Commitment and (B) in the case of any Swingline Lender with a Multicurrency Commitment, (iii) the sum of any such Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, (iiiiviii) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX100,000,000, (ii) the sum aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding the Swingline Commitment of such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum Revolving Credit Exposure of any Swingline Lender exceeding the Commitment of such Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the sum of the total Revolving Dollar Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans exceeding the aggregate Dollar Commitments, total Commitments or (v) in the event the Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of (x) the LC Exposure attributable to Letters of Credit expiring after any Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date, plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Existing Commitment Termination Date exceeding the total Revolving Multicurrency Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit Exposures exceeding and the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectlatest maturity date of such Competitive Loans and such Swingline Loans; provided that (A) no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline LoanLoan and (B) each Swingline Borrowing shall be made by the Swingline Lenders ratably in accordance with their respective Swingline Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans. The failure of any Swingline Lender to make any Swingline Loan required to be made by it shall not relieve any other Swingline Lender of its obligations hereunder; provided that the Swingline Commitments of the Swingline Lenders are several and no Swingline Lender shall be responsible for any other Swingline Lender’s failure to make Swingline Loans as required.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 10,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each the Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, Period to (A) the Company in DollarsDollars and (B) the Swingline Subsidiary Borrower in any Agreed Swingline Foreign Currency, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans made to the Company exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX20,000,000, (ii) the sum aggregate principal amount of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans made to the Swingline Subsidiary Borrower exceeding its Dollar Commitment$20,000,000, (iii) the sum Dollar Equivalent of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar total Commitments, (iv) the Dollar Equivalent of the total Revolving Credit Exposures in respect of extensions of credit hereunder that are denominated in Foreign Currencies exceeding the Foreign Currency Sublimit or (v) the Dollar Equivalent of the total Revolving Multicurrency Credit Exposures in respect of extensions of credit hereunder to the Swingline Subsidiary Borrower exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectSubsidiary Borrower Sublimit; provided that no the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan; provided further that the Swingline Lender at its option may make any Swingline Loan to the Swingline Subsidiary Borrower by causing any domestic or foreign branch or Affiliate of JPMCB to make such Swingline Loan, provided that any exercise of such option shall not affect the obligation of the Swingline Subsidiary Borrower to repay such Swingline Loan in accordance with the terms of this Agreement. Within the foregoing limits and subject to the terms and conditions set forth herein, the Company or the Swingline Subsidiary Borrower may borrow, repay, prepay and reborrow Swingline Loans. Each Swingline Loan to the Company shall be an ABR Borrowing unless, prior to requesting a Swingline Loan, the Company shall have requested a Money Market Rate Borrowing and the Swingline Lender shall have quoted a Money Market Rate therefor which the Company shall select in its notice delivered pursuant to paragraph (b) below, provided that the Swingline Lender shall be required to provide interest rate quotes for a Money Market Rate Borrowing only subject to the availability of Money Market Rates by the Swingline Lender. Each Swingline Loan to the Swingline Subsidiary Borrower shall be a Eurocurrency Borrowing. Swingline Loans made hereunder shall constitute utilization of the Commitments.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability PeriodPeriod in Dollars and, to the extent agreed to by the applicable Swingline Lender, in DollarsAgreed Foreign Currencies, in an aggregate principal amount at any time outstanding that will not result in (i) the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, (iiiiviii) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time, (v) the aggregate Revolving Multicurrency Credit Exposure denominated in the Agreed Foreign Currencies shall not exceed the Foreign Currency Sublimit or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each the Company and/or the Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Subsidiary Borrower may, from time to time during the Availability Period, request the Swingline Lender, and the Swingline Lender may in Dollarsits sole discretion agree, to make Swingline Loans to (A) the Company in Dollars and (B) the Swingline Subsidiary Borrower in any Agreed Swingline Foreign Currency, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans made to either the Company or to the Swingline Subsidiary Borrower exceeding the Dollar Equivalent of $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX20,000,000, (ii) the sum Dollar Equivalent of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans the total Revolving Credit Exposures exceeding its Dollar the Aggregate Commitment, (iii) the sum Dollar Equivalent of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures in respect of Credit Events hereunder that are denominated in Foreign Currencies exceeding the aggregate Foreign Currency Sublimit or (iv) the Dollar Commitments, (v) Equivalent of the total Revolving Multicurrency Credit Exposures in respect of Credit Events of Subsidiary Borrowers exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectSubsidiary Borrower Sublimit; provided that no Swingline Lender Loan shall be required to make a Swingline Loan used to refinance an outstanding Swingline Loan; provided, further, that the Swingline Lender at its option may make any Swingline Loan to the Swingline Subsidiary Borrower by causing any domestic or foreign branch or Affiliate of the Swingline Lender to make such Swingline Loan; provided that any exercise of such option shall not affect the obligation of the Swingline Subsidiary Borrower to repay such Swingline Loan in accordance with the terms of this Agreement. Within the foregoing limits and subject to the terms and conditions set forth herein, the Company or the Swingline Subsidiary Borrower may borrow, repay, prepay and reborrow Swingline LoansLoans provided in the sole discretion of the Swingline Lender. Each Swingline Loan to the Company shall be an ABR Borrowing or a Daily LIBO Rate Borrowing as elected by the Company. Each Swingline Loan to the Swingline Subsidiary Borrower shall be a Eurocurrency Borrowing. Swingline Loans made hereunder shall constitute utilization of the Revolving Credit Commitments.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes of Commitments exceeding $200,000,000 50,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,00025,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, ; (iiiiviii) the total Revolving Dollar Credit Exposures of Dollar Lenders with Dollar Commitments then in effect exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures of Multicurrency Lenders with Multicurrency Commitments then in effect exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower Borrowers from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX100,000,000, (ii) the sum aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding the Swingline Commitment of such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum Revolving Credit Exposure of any Swingline Lender exceeding the Commitment of such Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the sum of the total Revolving Dollar Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans exceeding the aggregate Dollar Commitments, total Commitments or (v) in the event the Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of (x) the LC Exposure attributable to Letters of Credit expiring after any Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date, plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Existing Commitment Termination Date exceeding the total Revolving Multicurrency Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit Exposures exceeding and the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectlatest maturity date of such Competitive Loans and such Swingline Loans; provided that (A) no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline LoanLoan and (B) each Swingline Borrowing shall be made by the Swingline Lenders ratably in accordance with their respective Swingline Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower Borrowers may borrow, repay, prepay and reborrow Swingline Loans.. The failure of any Swingline Lender to make any Swingline Loan required to be made by it shall not relieve any other Swingline Lender of its obligations hereunder; provided that the Swingline Commitments of the Swingline Lenders are several and no Swingline Lender shall be responsible for any other Swingline Lender’s failure to make Swingline Loans as required. (b) Notice of Swingline Loans by the Parent Borrower. To request a Swingline Borrowing, the Parent Borrower shall notify the Administrative Agent of such request by telephone, not later than 3:00 p.m., New York City time, on the day of the proposed Swingline Borrowing. Each such notice shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile or e-mail (in.pdf or .tif format) to the Administrative Agent of a written Borrowing Request in the form approved by the Administrative Agent and signed by a Responsible Officer of the Parent Borrower. Each such telephonic and written Borrowing Request shall specify, in compliance with Section 2.02, the requested date (which shall be a Business Day), the principal amount of the requested Swingline Borrowing and the location and number of the applicable Borrower’s account to which funds are to be disbursed, or, in the case of any Swingline Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.06(f), the identity of the Issuing Lender that made such LC Disbursement. The Administrative Agent will promptly advise each Swingline Lender of any such Borrowing Request received from the Parent Borrower and of the amount of such Swingline Lender’s Swingline Loan to be made as part of the requested Swingline Borrowing. Each Swingline Lender shall make each Swingline Loan to be made by it hereunder available to the Borrowers by means of a credit to a deposit account of the applicable Borrower specified in such Borrowing Request (or, in the case of a Swingline Borrowing made to finance the reimbursement of an LC Disbursement as provided in Section 2.06(f), by remittance to the relevant Issuing Lender) by 5:00 p.m., New York City time, on the requested date of such Swingline Loan. (c) Participations by Lenders in Swingline Loans. Each Swingline Lender may by written notice given to the Administrative Agent not later than 12:00 p.m., New York City time, on any Business Day require the Lenders to acquire participations on such Business Day in all or a portion of its Swingline Loans outstanding. Such notice shall specify the aggregate amount of Swingline Loans in which Lenders will be required to participate. Promptly upon receipt of such notice, the Administrative Agent will give notice thereof to each Lender, specifying in such notice such Lender’s Applicable Percentage of such Swingline Loan or Loans. Each Lender hereby absolutely and unconditionally agrees to pay, upon receipt of notice as provided above in this paragraph, to the Administrative Agent, in Dollars, for account of the applicable Swingline Lender, such Lender’s Applicable Percentage of such Swingline Loan or Loans. Each Lender acknowledges and agrees that its obligation to acquire participations in Swingline Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, -26-

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving eachthe Revolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe 50,000,000the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes exceeding $200,000,000 25,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX2.05, (ii) the sum of any Swingline Lender’s outstanding Dollar Syndicated Multicurrency Loans, its Dollar LC Exposure and its outstanding Swingline Loans and without duplication its other Swingline Exposure and its LC Exposure exceeding its Dollar Multicurrency Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures of Dollar Lenders with Dollar Commitments then in effect exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures of Multicurrency Lenders with Multicurrency Commitments then in effect exceeding the aggregate Multicurrency Commitments at such time, (v) the sum of the total Revolving Credit Exposures plus the Net Revolving Exposure exceeding the aggregate Commitments or (ivvivi) the total sum of the Covered Debt Amount plus the Net Revolving Exposure exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 25,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 15,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX2.04, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, (iiiiviii) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivviivvi ) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX200,000,000, (ii) the sum of any Swingline Lender’s the total Revolving Credit Exposures plus the aggregate principal amount of outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Competitive Loans exceeding its Dollar Commitment, the total Commitments or (iii) in the event the Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency (x) the LC Exposure and its attributable to Letters of Credit expiring after any Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date, plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Existing Commitment Termination Date exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit Exposures exceeding and the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectlatest maturity date of such Competitive Loans and such Swingline Loans; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans. The Borrower may request any Swingline Loans from one or more of the Swingline Lenders, subject only to the limitation that the outstanding Swingline Loans of any Swingline Lender shall at no time exceed its Swingline Commitment. The failure of any Swingline Lender to make any Swingline Loan required to be made by it shall not relieve any other Swingline Lender of its obligations hereunder; provided that the Swingline Commitments of each Swingline Lender are several and no Swingline Lender shall be responsible for any other Swingline Lender’s failure to make Swingline Loans as required.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each the Swingline Lender severally agrees to may in its sole discretion make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Revolving Credit Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any the Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IXCommitment, (ii) the sum total Dollar Revolving Credit Exposures exceeding the aggregate amount of any Swingline Lender’s outstanding the Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar CommitmentRevolving Credit Sub-Commitments, (iii) the sum of any Swingline Lender’s outstanding total Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar amount of the Multicurrency Revolving Credit Sub-Commitments, (iv) the Swingline Lender’s Revolving Credit Exposure exceeding its Revolving Credit Commitment, (v) the total Total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency amount of the Revolving Credit Commitments or (ivvivi) the sum of the total Covered Debt Amount Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans exceeding the Borrowing Base then in effectaggregate amount of the Revolving Credit Commitments; provided that no the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower Borrowers from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX100,000,000, (ii) the sum aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding the Swingline Commitment of such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum Revolving Credit Exposure of any Swingline Lender exceeding the Commitment of such Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the sum of the total Revolving Dollar Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans exceeding the aggregate Dollar Commitments, total Commitments or (v) in the event the Commitment Termination Date shall have been extended as provided in Section 2.20, the sum of (x) the LC Exposure attributable to Letters of Credit expiring after any Existing Commitment Termination Date, plus (y) the aggregate principal amount of outstanding Competitive Loans maturing after such Existing Commitment Termination Date, plus (z) the Swingline Exposure attributable to Swingline Loans maturing after such Existing Commitment Termination Date exceeding the total Revolving Multicurrency Commitments that shall have been extended to a date after the latest expiration date of such Letters of Credit Exposures exceeding and the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectlatest maturity date of such Competitive Loans and such Swingline Loans; provided that (A) no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline LoanLoan and (B) each Swingline Borrowing shall be made by the Swingline Lenders ratably in accordance with their respective Swingline Commitments. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower Borrowers may borrow, repay, prepay and reborrow Swingline Loans. The failure of any Swingline Lender to make any Swingline Loan required to be made by it shall not relieve any other Swingline Lender of its obligations hereunder; provided that the Swingline Commitments of the Swingline Lenders are several and no Swingline Lender shall be responsible for any other Swingline Lender’s failure to make Swingline Loans as required.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each the Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, Period to (A) the Company in DollarsDollars and (B) the Swingline Subsidiary Borrower in any Agreed Swingline Foreign Currency, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans made to the Company exceeding $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX20,000,000, (ii) the sum aggregate principal amount of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans made to the Swingline Subsidiary Borrower exceeding its Dollar Commitment$20,000,000, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans total Revolving Credit Exposures exceeding its Multicurrency Commitment;, the total Commitments or (iiiiviv) the total Revolving Dollar Credit Exposures in respect of extensions of credit hereunder to the Swingline Subsidiary Borrower exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effect$75,000,000; provided that no the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan; provided further that the Swingline Lender at its option may make any Swingline Loan to the Swingline Subsidiary Borrower by causing any domestic or foreign branch or Affiliate of JPMCB to make such Swingline Loan, provided that any exercise of such option shall not affect the obligation of the Swingline Subsidiary Borrower to repay such Swingline Loan in accordance with the terms of this Agreement. Within the foregoing limits and subject to the terms and conditions set forth herein, the Company or the Swingline Subsidiary Borrower may borrow, repay, prepay and reborrow Swingline Loans. Each Swingline Loan to the Company shall be an ABR Borrowing unless, prior to requesting a Swingline Loan, the Company shall have requested a Money Market Rate Borrowing and the Swingline Lender shall have quoted a Money Market Rate therefor which the Company shall select in its notice delivered pursuant to paragraph (b) below, provided that the Swingline Lender shall be required to provide interest rate quotes for a Money Market Rate Borrowing only subject to the availability of Money Market Rates by the Swingline Lender. Each Swingline Loan to the Swingline Subsidiary Borrower shall be a Eurocurrency Borrowing.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes of Commitments exceeding $200,000,000 100,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment;, ; (iiiiviii) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving 44 Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under (x) the MulticurrencyRevolving Multicurrency Commitment in the case of such each Multicurrency Swingline Lender or (y) the Dollar Commitment in the case of each Dollar Swingline Lender, in each case, to the Borrower from time to time during the Availability Period, in DollarsDollars (in the case of any Swingline Lender) and in Agreed Foreign Currencies (in the case of JPMCB), in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding the Dollar Equivalent of $200,000,000 450,000,000 (or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000such lesser amount as may be permitted after giving effect to the application of the other sub-clauses of this clause (a)), (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (iix) the sum of any Multicurrency Swingline Lender’s outstanding Syndicated Multicurrency Loans, its Multicurrency LC Exposure, its outstanding Swingline Loans and (without duplication) its other Multicurrency Swingline Exposure exceeding its Multicurrency Commitment or (y) the sum of any Dollar Swingline Lender’s outstanding Syndicated Dollar Loans, its Dollar LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Dollar Swingline Exposure exceeding its Dollar Commitment, ; (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments or (ivviiv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes exceeding $200,000,000 175,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX2.04, (iiii)(A) in the case of any Swingline Lender with a Dollar Commitment, the sum of any such Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Dollar Commitment and (B) in the case of any Swingline Lender with a Multicurrency Commitment, the sum of such Swingline Lender’s outstanding 50 Revolving Credit Agreement Multicurrency Loans, its LC Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding its Multicurrency Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar CommitmentsCommitments at such time, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments at such time or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 100,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each the Company and/or the Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving Commitment of such Swingline Lender to the Subsidiary Borrower may, from time to time during the Availability Period, request the Swingline Lender, and the Swingline Lender may in Dollarsits sole discretion agree, to make Swingline Loans to (A) the Company in Dollars and (B) the Swingline Subsidiary Borrower in any Agreed Swingline Foreign Currency, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans made to either the Company or to the Swingline Subsidiary Borrower exceeding the Dollar Equivalent of $200,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX20,000,000, (ii) the sum Dollar Equivalent of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans the total Revolving Credit Exposures exceeding its Dollar the Aggregate Commitment, (iii) the sum Dollar Equivalent of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiv) the total Revolving Dollar Credit Exposures in respect of Credit Events hereunder that are denominated in Foreign Currencies exceeding the aggregate Foreign Currency Sublimit or (iv) the Dollar Commitments, (v) Equivalent of the total Revolving Multicurrency Credit Exposures in respect of Credit Events of Subsidiary Borrowers exceeding the aggregate Multicurrency Commitments or (ivvi) the total Covered Debt Amount exceeding the Borrowing Base then in effectSubsidiary Borrower Sublimit; provided that no Swingline Lender Loan shall be required to make a Swingline Loan used to refinance an outstanding Swingline Loan; provided, further, that the Swingline Lender at its option may make any Swingline Loan to the Swingline Subsidiary Borrower by causing any domestic or foreign branch or Affiliate of the Swingline Lender to make such Swingline Loan; provided that any exercise of such option shall not affect the obligation of the Swingline Subsidiary Borrower to repay such Swingline Loan in accordance with the terms of this Agreement. Within the foregoing limits and subject to the terms and conditions set forth herein, the Company or the Swingline Subsidiary Borrower may borrow, repay, prepay and reborrow Swingline LoansLoans provided in the sole discretion of the Swingline Lender. Each Swingline Loan to the Company shall be an ABR Borrowing or a Daily LIBO Rate Borrowing as elected by the Company and denominated in Dollars. Each Swingline Loan to the Swingline Subsidiary Borrower shall be a Daily LIBO Rate Borrowing denominated in an Agreed Foreign Currency. Swingline Loans made hereunder shall constitute utilization of the Revolving Credit Commitments.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Commitment of such Swingline Lender to the Borrower from time to time during the Extended Availability Period, Period in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans of both Classes of Commitments exceeding $200,000,000 50,000,000 or any Swingline Lender’s the aggregate principal amount of outstanding Swingline Loans of any Swingline Lender exceeding $50,000,00025,000,000, (ii) thethe amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and Exposure, its outstanding Swingline Loans and (without duplication) its other Swingline Exposure exceeding 34 Revolving Credit Agreement its Multicurrency Commitment;, ; (iiiiviii) the total Revolving Dollar Credit Exposures of Dollar Lenders with Dollar Commitments then in effect exceeding the aggregate Dollar CommitmentsCommitments at such time, (viv) the total Revolving Multicurrency Credit Exposures of Multicurrency Lenders with Multicurrency Commitments then in effect exceeding the aggregate Multicurrency Commitments at such time or (ivviv) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving each Revolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 40,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.

Agreement to Make Swingline Loans. Subject to the terms and conditions set forth herein, each Swingline Lender severally agrees to make Swingline Loans under the MulticurrencyRevolving eachthe Revolving Commitment of such Swingline Lender to the Borrower from time to time during the Availability Period, in Dollars, in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of outstanding Swingline Loans exceeding $200,000,000 100,000,000 or any Swingline Lender’s outstanding Swingline Loans exceeding $50,000,000, (ii) thethe the amount set forth opposite the name of such Swingline Lender on Schedule IX, (ii) the sum of any Swingline Lender’s outstanding Dollar Loans, its Dollar LC Exposure and its outstanding Swingline Loans exceeding its Dollar Commitment, (iii) the sum of any Swingline Lender’s outstanding Multicurrency Loans, its Multicurrency LC Exposure and its outstanding Swingline Loans exceeding its Multicurrency Commitment;, (iiiiviv) the total Revolving Dollar Credit Exposures exceeding the aggregate Dollar Commitments, (v) the total Revolving Multicurrency Credit Exposures exceeding the aggregate Multicurrency Commitments or (ivvivi) the total Covered Debt Amount exceeding the Borrowing Base then in effect; provided that no Swingline Lender shall be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions set forth herein, the Borrower may borrow, repay, prepay and reborrow Swingline Loans.