Common use of Authorization to Make Loans Clause in Contracts

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers when deposited to the credit of Borrowers or otherwise disbursed or established in accordance with the instructions of Borrowers or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans --------------------------- and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer any of a the persons listed on Schedule 5.5 hereto or such other persons as Borrower may at any time and from time to time designate in writing to Lender to be authorized to request Loans or other authorized person Letter of Credit Accommodations or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received New York City time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers Borrower when deposited to the credit of Borrowers Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers Borrower or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower person set forth on Schedule 6.6 hereto (or any other authorized person specified in writing by anyone set forth on Schedule 6.6 hereto) or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests Subject to the terms and conditions contained herein, including the conditions precedent set forth in Section 4.1 and 4.2 hereof, and the limitations set forth in Section 2.1 hereof, Prime Rate Loans will be made in accordance with the terms hereof on the same day Agent receives the request therefor, if such request is received at or before 10:30 a.m. (Los Angeles time) by Agent prior to 12:00 noon New York City time on any Business Day shall be deemed to have been made as of such a Business Day. Requests received after 12:00 noon New York City time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers Borrower when deposited to the credit of Borrowers Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers or Borrower in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter Issuing Bank is authorized to issue Letters of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer Authorized Officer of a Administrative Borrower or any Borrower or other authorized person Person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and Lenders shall direct the Lenders to accounts designated by Borrowers in writing, which accounts shall be Loans only into the Funding Accounts and those accounts of Borrowers unless otherwise agreed authorized in writing by Agentan Authorized Officer. The foregoing sentence notwithstanding, if Agent or a Lender makes a Loan into an account of any Borrower designated by a Person who no longer is an Authorized Officer and Agent did not receive prior written notice that such Person is no longer an Authorized Officer, such Loan will still be considered an Obligation hereunder. All requests for Loans or Letter Letters of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received after 2:00 p.m. New York time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter Letters of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers any Borrower or Guarantor when deposited to the credit of Borrowers any Borrower or Guarantor or otherwise disbursed or established in accordance with the instructions of Borrowers any Borrower or Guarantor or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, thathowever, proceeds of Loans shall be remitted by that Agent and Lenders shall direct the Lenders to Loans only into those accounts of a Borrower authorized in writing by more than one Authorized Officer. The foregoing sentence notwithstanding, if Agent or a Lender makes a Loan into an account of a Borrower designated by Borrowers in writinga Person who no longer is an Authorized Officer and Agent did not receive notice that such Person is no longer an Authorized Officer, which accounts shall such Loan will still be accounts of Borrowers unless otherwise agreed by Agentconsidered an Obligation hereunder. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business DayDay for any Revolving Loan or Letter of Credit Accommodation and must be the date hereof with respect to the Existing Term Loan) and the amount of the requested Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received after 12:00 p.m. New York time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers or when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of . All Loans shall be remitted disbursed by Agent Lender to Borrower's "Disbursement Account" designated as such on Schedule 8.8 hereto or to any account subsequently opened by Borrower consistent with Section 9.13 hereof and the Lenders to accounts designated by Borrowers Borrower in writing, writing to Lender as Borrower's "Disbursement Account" into which accounts all Loans shall be accounts disbursed from and after the date of Borrowers unless otherwise agreed by Agentsuch written notice. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Daybusiness day) and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received Angeles, California time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowersbusiness day. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers Borrower when deposited to the credit of Borrowers Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers Borrower or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Administrative Borrower or any Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received New York City time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject Agent and Lenders shall use commercially reasonable efforts in accordance with its regular business practices, subject to the terms and conditions of this Agreement, Agent Agreement and the Lenders will other Financing Agreements, to (a) make Loans requested before 11:00 a.m. New York City time on any Business Day, prior to the Loans or commence arranging for the end of such Business Day and (b) establish Letter of Credit Accommodations (as requested by Borrowers) before 11:00 a.m. New York City time on any Business Day, prior to the close of business on the day which is two (2) Business Day Days after the request is deemed to have been made or day on which such later Business Day as may be specified by BorrowersLetter of Credit Accommodations are requested. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers any Borrower or Guarantor when deposited to the credit of Borrowers any Borrower or Guarantor or otherwise disbursed or established in accordance with the instructions of Borrowers any Borrower or Guarantor or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, thathowever, proceeds of Loans shall be remitted by that Agent and Lenders shall direct the Lenders to Loans only into those accounts of a Borrower authorized in writing by more than one Authorized Officer. The foregoing sentence notwithstanding, if Agent or a Lender makes a Loan into an account of a Borrower designated by Borrowers in writinga Person who no longer is an Authorized Officer and Agent did not receive notice that such Person is no longer an Authorized Officer, which accounts shall such Loan will still be accounts of Borrowers unless otherwise agreed by Agentconsidered an Obligation hereunder. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business DayDay for any Revolving Loan or Letter of Credit Accommodation and must be the date hereof with respect to the Term Loan) and the amount of the requested Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received after 12:00 p.m. New York time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers or when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer any of a the persons listed on Schedule 6.6 hereto or such other persons as any Borrower or other Guarantor may at any time and from time to time designate in writing to Lender to be authorized person to request Loans or Letter of Credit Accommodations or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) 39 and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received New York City time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers any Borrower (or its agent) or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations Accommodations, for the account and risk of Lenders, based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided. If a beneficiary draws under any of the Letter of Credit Accommodations, thatAgent, for the account and risk of Lenders, is authorized to make an LC Loan to Borrower in an amount equal to the amount drawn under such Letter of Credit Accommodation and to pay the proceeds of Loans shall be remitted by Agent and such LC Loan to the Lenders beneficiary of such Letter of Credit Accommodation or to accounts designated by Borrowers the issuer of such Letter of Credit Accommodation in writing, which accounts shall be accounts satisfaction of Borrowers unless otherwise agreed by Agentsuch draw. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is Loan to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested LoanLoan or Letter of Credit Accommodation, as the case may be. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received Chicago time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers Borrower when deposited to the credit of Borrowers Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers Borrower or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Loans are necessary to satisfy any Obligations; provided, thathowever, proceeds of Loans shall be remitted by that Agent and Lenders shall direct the Lenders to Loans only into those accounts of a Borrower authorized in writing by more than one Authorized Officer. The foregoing sentence notwithstanding, if Agent or a Lender makes a Loan into an account of a Borrower designated by Borrowers in writinga Person who no longer is an Authorized Officer and Agent did not receive notice that such Person is no longer an Authorized Officer, which accounts shall such Loan will still be accounts of Borrowers unless otherwise agreed by Agentconsidered an Obligation hereunder. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business DayDay for any Revolving Loan or Letter of Credit Accommodation) and the amount of the requested Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received after 12:00 p.m. New York time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers or when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Administrative Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer any of a the persons listed on Schedule 6.6 hereto or such other persons as any Borrower may at any time and from time to time designate in writing to Administrative Agent or other any Lender to be authorized person to request Loans or Letter of Credit Accommodations or, at the discretion of Administrative Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by . The Administrative Agent and Lenders shall have no duty to verify the identity of any individual representing himself or herself as one of the officers authorized by any Borrower to make such requests on its behalf. The Administrative Agent and Lenders to shall make Loans only by depositing funds into one or more deposit accounts that have been designated in writing by Borrowers in writing, which accounts shall be Borrower Agent as operating accounts of Borrowers unless otherwise agreed by Agentone or more of Borrowers. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business DayDay and, as to Loans, may be the same day as the date the request for such Loan is deemed to be received by Administrative Agent pursuant to the terms hereof) and the amount of the requested Loan. Requests received at or before after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers when deposited to the credit of Borrowers any Borrower (or Borrower Agent on its behalf) or otherwise disbursed or established in accordance with the instructions of Borrowers any Borrower (or Borrower Agent on its behalf) or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is Lenders are authorized to make the Revolving Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any LenderAgent, if such Revolving Loans are necessary to satisfy any Obligations; provided, thathowever, proceeds of Loans shall be remitted by that Agent and Lenders shall direct the Lenders to Revolving Loans only into those accounts of a Borrower authorized in writing by more than one Authorized Officer. The foregoing sentence notwithstanding, if Agent or a Lender makes a Revolving Loan into an account of a Borrower designated by Borrowers in writinga Person who no longer is an Authorized Officer and Agent did not receive notice that such Person is no longer an Authorized Officer, which accounts shall such Revolving Loan will still be accounts of Borrowers unless otherwise agreed by Agentconsidered an Obligation hereunder. All requests for Revolving Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business DayDay for any Revolving Loan or Letter of Credit Accommodation) and the amount of the requested Revolving Loan. Requests received at or before 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received after 12:00 p.m. New York time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the All Revolving Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers or when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer of a Borrower or other authorized person or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders Lender to accounts designated in writing by Borrowers in writingBorrower, which accounts shall be accounts of Borrowers Borrower unless otherwise agreed by AgentLender. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders Lender will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by BorrowersBorrower) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by BorrowersBorrower. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers Borrower when deposited to the credit of Borrowers Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers Borrower or in accordance with the terms and conditions of this Agreement.

Authorization to Make Loans. Agent and each Lender is authorized to make the Loans and provide the Letter of Credit Accommodations based upon telephonic or other instructions received from anyone purporting to be an officer any of a the persons listed on Schedule 6.6 hereto or such other persons as any Borrower or other Guarantor may at any time and from time to time designate in writing to Lender to be authorized person to request Loans or Letter of Credit Accommodations or, at the discretion of Agent or any Lender, if such Loans are necessary to satisfy any Obligations; provided, that, proceeds of Loans shall be remitted by Agent and the Lenders to accounts designated by Borrowers in writing, which accounts shall be accounts of Borrowers unless otherwise agreed by Agent. All requests for Loans or Letter of Credit Accommodations hereunder shall specify the date on which the requested advance is to be made or Letter of Credit Accommodations established (which day shall be a Business Day) and the amount of the requested Loan. Requests received at or before 10:30 after 11:00 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of such Business Day. Requests received New York City time on any day that is not a Business Day or received after 10:30 a.m. (Los Angeles time) on any Business Day shall be deemed to have been made as of the opening of business on the immediately following Business Day. Subject to the terms and conditions of this Agreement, Agent and the Lenders will make the Loans or commence arranging for the Letter of Credit Accommodations (as requested by Borrowers) on the Business Day the request is deemed to have been made or such later Business Day as may be specified by Borrowers. All Loans and Letter of Credit Accommodations under this Agreement shall be conclusively presumed to have been made to, and at the request of and for the benefit of, Borrowers when deposited to the credit of Borrowers any Borrower or otherwise disbursed or established in accordance with the instructions of Borrowers any Borrower (or its agent) or in accordance with the terms and conditions of this Agreement.