Common use of Autoborrow Arrangement Clause in Contracts

Autoborrow Arrangement. In order to facilitate the borrowing of Swing Line Loans, the Borrower and the Swing Line Lender may mutually agree to, and are hereby authorized to, enter into an autoborrow agreement in form and substance satisfactory to the Swing Line Lender and the Administrative Agent (the “Autoborrow Agreement”) providing for the automatic advance by the Swing Line Lender of Swing Line Loans under the conditions set forth in the Autoborrow Agreement in an amount not to exceed the Swing Line Sublimit. At any time an Autoborrow Agreement is in effect, Borrowings of Swing Line Loans under the Autoborrow Agreement shall be made in accordance with the Autoborrow Agreement. For purposes of determining the Total Revolving Outstandings at any time during which an Autoborrow Agreement is in effect, the Outstanding Amount of all Swing Line Loans shall be deemed to be the sum of the Outstanding Amount of Swing Line Loans at such time plus the maximum amount available to be borrowed under such Autoborrow Agreement at such time. So long as an Autoborrow Agreement is in place, the Borrower shall be deemed to have delivered a Request for Credit Extension with respect to such Swing Line Loan. (j) Section 2.05(a)(ii) of the Credit Agreement is amended by adding the following at the end thereof: Notwithstanding the foregoing, at any time an Autoborrow Agreement is in effect, Swing Line Loans shall be prepaid at such times, in such amounts and with such notice (if any) as provided in such Autoborrow Agreement. (k) Section 2.09 of the Credit Agreement is amended by adding a new subsection (c) to read as follows:

Autoborrow Arrangement. In order to facilitate the borrowing of Swing Line Loans, the Borrower Company and the Swing Line Lender may mutually agree to, and are hereby authorized to, enter into an autoborrow agreement in form and substance satisfactory to the Swing Line Lender and the Administrative Agent (the “Autoborrow Agreement”) providing for the automatic advance by the Swing Line Lender of Swing Line Loans under the conditions set forth in the Autoborrow Agreement Agreement, in an amount not to exceed the Swing Line Sublimit, which shall be in addition to the conditions set forth herein. At any time an Autoborrow Agreement is in effect, the requirements for Borrowings of Swing Line Loans under the Autoborrow Agreement set forth in Section 2.04(b) shall not apply, and all Borrowings of Swing Line Loans shall be made in accordance with the Autoborrow Agreement; provided that any automatic advance made by the Swing Line Lender in reliance of the Autoborrow Agreement shall be deemed a Swing Line Loan as of the time such automatic advance is made notwithstanding any provision in the Autoborrow Agreement to the contrary. For purposes of determining the Total Revolving Outstandings at any time during which an Autoborrow Agreement is in effect, the Outstanding Amount of all Swing Line Loans shall be deemed to be the sum of the Outstanding Amount of Swing Line Loans at such time plus the maximum amount available to be borrowed under such Autoborrow Agreement at such time. So long as an Autoborrow Agreement is in place, the Borrower Company shall be deemed to have delivered a Request for Credit Extension with respect to such Swing Line Loan. (j) Section 2.05(a)(ii) . For purposes of the Credit Agreement is amended by adding the following at the end thereof: Notwithstanding the foregoing, at any time an Autoborrow Agreement is in effect, Borrowing of Swing Line Loans pursuant to any Autoborrow Agreement, all references to Bank of America in the Autoborrow Agreement shall be prepaid at such timesdeemed to be a reference to Bank of America, in such amounts and with such notice (if any) its capacity as provided in such Autoborrow AgreementSwing Line Lender hereunder. (k) Section 2.09 of the Credit Agreement is amended by adding a new subsection (c) to read as follows:

Autoborrow Arrangement. In order to facilitate the borrowing of Swing Line Loans, the Parent Borrower and the Swing Line Lender may mutually agree to, and are hereby authorized to, enter into an autoborrow agreement arrangement in form and substance satisfactory to the Swing Line Lender and the Administrative Agent (the “Autoborrow Agreement”) providing for the automatic advance by the Swing Line Lender of Swing Line Loans under the conditions set forth in the Autoborrow Agreement in an amount not Agreement, subject to exceed the Swing Line Sublimitconditions set forth herein. At any time an Autoborrow Agreement is in effect, advances under the Autoborrow Agreement shall be deemed Swing Line Loans for all purposes hereof, except that Borrowings and prepayments of Swing Line Loans under the Autoborrow Agreement shall be made in accordance with the Autoborrow AgreementAgreement (and for the avoidance of doubt, the provisions of Sections 2.04(b) and 2.05(a)(ii) with respect to minimum and incremental Borrowing and prepayment amounts, and other requirements for Swing Lien Loans, shall not apply); provided that any automatic advance made by Bank of America in reliance of the Autoborrow Agreement shall be deemed a Swing Line Loan as of the time such automatic advance is made notwithstanding any provision in the Autoborrow Agreement to the contrary. For purposes of determining the Total Revolving Outstandings at any time during which an Autoborrow Agreement is in effecteffect (other than for purposes of calculating Commitment Fees), the Outstanding Amount of all Swing Line Loans shall be deemed to be the sum amount of the Outstanding Amount of Swing Line Loans at such time plus Sublimit. For purposes of any Swing Line Borrowing pursuant to the maximum amount available Autoborrow Agreement, all references to be borrowed under such Bank of America in the Autoborrow Agreement at such time. So long as an Autoborrow Agreement is in place, the Borrower shall be deemed to have delivered be a Request for Credit Extension with respect reference to such Bank of America, in its capacity as Swing Line LoanLender hereunder. (jf) Section 2.05(a)(ii2.08(a)(iv) of the Credit Agreement is hereby amended by adding the following at the end thereof: Notwithstanding the foregoing, at any time an Autoborrow Agreement is in effect, Swing Line Loans shall be prepaid at such times, in such amounts and with such notice (if any) as provided in such Autoborrow Agreement. (k) Section 2.09 of the Credit Agreement is amended by adding a new subsection (c) to read its entirety as follows:

Autoborrow Arrangement. In order to facilitate the borrowing of Swing Line Loans, the Parent Borrower and the Swing Line Lender may mutually agree to, and are hereby authorized to, enter into an autoborrow agreement arrangement in form and substance satisfactory to the Swing Line Lender and the Administrative Agent (the “Autoborrow Agreement”) providing for the automatic advance by the Swing Line Lender of Swing Line Loans under the conditions set forth in the Autoborrow Agreement in an amount not Agreement, subject to exceed the Swing Line Sublimitconditions set forth herein. At any time an Autoborrow Agreement is in effect, advances under the Autoborrow Agreement shall be deemed Swing Line Loans for all purposes hereof, except that Borrowings and prepayments of Swing Line Loans under the Autoborrow Agreement shall be made in accordance with the Autoborrow AgreementAgreement (and for the avoidance of doubt, the provisions of Sections 2.04(b) and 2.05(a)(ii) with respect to minimum and incremental Borrowing and prepayment amounts, and other requirements for Swing Lien Loans, shall not apply); provided that any automatic advance made by Bank of America in reliance of the Autoborrow Agreement shall be deemed a Swing Line Loan as of the time such automatic advance is made notwithstanding any provision in the Autoborrow Agreement to the contrary. For purposes of determining the Total Revolving Outstandings at any time during which an Autoborrow Agreement is in effecteffect (other than for purposes of calculating Commitment Fees), the Outstanding Amount of all Swing Line Loans shall be deemed to be the sum amount of the Outstanding Amount of Swing Line Loans at such time plus Sublimit. For purposes of any Swing Line Borrowing pursuant to the maximum amount available Autoborrow Agreement, all references to be borrowed under such Bank of America in the Autoborrow Agreement at such time. So long as an Autoborrow Agreement is in place, the Borrower shall be deemed to have delivered be a Request for Credit Extension with respect reference to such Bank of America, in its capacity as Swing Line LoanLender hereunder. (j) Section 2.05(a)(ii) of the Credit Agreement is amended by adding the following at the end thereof: Notwithstanding the foregoing, at any time an Autoborrow Agreement is in effect, Swing Line Loans shall be prepaid at such times, in such amounts and with such notice (if any) as provided in such Autoborrow Agreement. (k) Section 2.09 of the Credit Agreement is amended by adding a new subsection (c) to read as follows: