Common use of Borrowing Procedures and Settlements Clause in Contracts

Borrowing Procedures and Settlements. (a) Each Revolving Facility Borrowing or a Borrowing of Other Revolving Loans shall be made by a written request by an Authorized Person delivered to the Administrative Agent (which may be delivered through the Administrative Agent’s electronic platform or portal) and received by the Administrative Agent no later than 1:00 p.m., Local Time, (i) on the Business Day that is the requested funding date in the case of a request for a Swingline Borrowing, (ii) on the Business Day that is one Business Day prior to the requested funding date in the case of a request for an ABR Borrowing, and (iii) on the Business Day that is three Business Days prior to the requested funding date in the case of all other requests, specifying (A) the amount of such Borrowing, and (B) the requested funding date (which shall be a Business Day); provided that the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than 1:00 p.m., Local Time, on the applicable Business Day. All Borrowing requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowing shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Loan. Each such Borrowing request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not result in the Revolving Facility Credit Exposure exceeding the Borrowing Base; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; (iv) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Revolving Facility Borrowing is specified, then the requested Revolving Facility Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing request in accordance with this Section 2.03(a), the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Borrowing Procedures and Settlements. (a) Each Revolving Facility Borrowing or a Borrowing of Other Revolving Loans shall be made by a written request by an Authorized Person delivered to the Administrative Agent (which may be delivered through the Administrative Agent’s electronic platform or portal) and received by the Administrative Agent no later than 1:00 2:00 p.m., Local Time, (i) on the Business Day that is the requested funding date in the case of a request for a Swingline Borrowing, (ii) on the Business Day that is one Business Day prior to the requested funding date in the case of a request for an ABR a Base Rate Borrowing, and (iii) on the Business Day that is three Business Days prior to the requested funding date in the case of all other requests, specifying (A) the amount of such Borrowing, and (B) the requested funding date (which shall be a Business Day); provided that the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than 1:00 2:00 p.m., Local Time, on the applicable Business Day. All Borrowing requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowing shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Loan. Each such Borrowing request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not result in the Revolving Facility Credit Exposure exceeding the Borrowing Base; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR a Base Rate Borrowing or a Eurocurrency LIBOR Rate Borrowing; (iv) in the case of a Eurocurrency LIBOR Rate Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Revolving Facility Borrowing is specified, then the requested Revolving Facility Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency LIBOR Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing request in accordance with this Section 2.03(a), the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Borrowing Procedures and Settlements. (a) Each Revolving Facility Borrowing or a Borrowing of Other Revolving Loans Advance shall be made on notice by a written request by an Authorized Person delivered Borrower to Agent at the Administrative Agent (which may address specified herein. Those notices must be delivered through the Administrative Agent’s electronic platform or portal) and received by the Administrative Agent given no later than 1:00 p.m.(a) in the case of an Index Rate Loan borrowing, Local Time, 11:30 a.m. (iNew York time) on the proposed date of such borrowing (but no later than 11:30 a.m. (New York time) at least one (1) Business Day that is prior to the requested funding proposed date of such borrowing in the case of a request for a Swingline Borrowing, (ii) on the Business Day that is one Business Day prior to the requested funding date in the case of a request for an ABR BorrowingIndex Rate Loan greater than $1,500,000), and (iii) on the Business Day that is three Business Days prior to the requested funding date in the case of all other requests, specifying (A) the amount of such Borrowing, and (B) the requested funding date (which shall be a Business Day); provided that the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than 1:00 p.m., Local Time, on the applicable Business Day. All Borrowing requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowing shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Loan. Each such Borrowing request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not result in the Revolving Facility Credit Exposure exceeding the Borrowing Base; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; (ivb) in the case of a Eurocurrency BorrowingLIBOR Rate Loan borrowing, 12:00 noon (New York time) at least three (3) Business Days prior to the initial Interest Period to proposed date of such borrowing. Each such notice (a “Notice of Advance”) must be applicable theretogiven in writing (by email, which telecopy or overnight courier) substantially in the form of Exhibit A and shall be a period contemplated by include the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursedinformation required in such Exhibit. If no election as to the Type of Revolving Facility Borrowing is specified, then the requested Revolving Facility Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed desires to have selected an Interest Period of one month’s durationthe Advances bear interest by reference to a LIBOR Rate, Borrower must comply with Section 2.12. Promptly following Agent shall notify each Revolving Lender promptly after receipt of a Borrowing request in accordance with this Section 2.03(a), the Administrative Agent shall advise each Lender Notice of Advance of the details thereof by telecopy, telephone or other similar form of transmission. Each Revolving Lender shall, severally and of not jointly, make the amount of such Lender’s Loan Pro Rata Share of each Advance available to Agent in same day funds by wire transfer to Agent’s Account not later than 1:30 p.m. (New York time) on the requested funding date so that Agent may make such Advance available to Borrower in same day funds by wire transfer to Borrower’s Designated Account. (b) Agent may, but shall not be made obligated to, make available to Borrower the aggregate Advance requested in any Notice of Advance, on the assumption that each Revolving Lender will make its Pro Rata Share of such Advance available to Agent. If Agent elects to make any Revolving Lender’s Pro Rata Share of a requested Advance available to Borrower, prior to Agent’s receipt of funds from such Revolving Lender, and if such Revolving Lender fails to pay the amount of its Pro Rata Share of such Advance to Agent as part required hereunder, Agent shall promptly notify Borrower, and Borrower shall promptly (but in any event within one (1) Business Day) repay such portion of such Advance to Agent. Any such repayment shall be accompanied by accrued interest thereon at the rate of interest applicable to Advances which are Index Rate Loans. Without duplication of the foregoing, a Revolving Lender whose Pro Rata Share of a requested BorrowingAdvance was disbursed to Borrower by Agent prior to Agent’s receipt of funds from such Revolving Lender, shall promptly make its Pro Rata Share of such Advance available to Agent, and if any Revolving Lender fails to make such amount available to Agent by the time required hereunder, such amount shall be paid together with accrued interest thereon at the rate of interest then applicable to Advances which are Index Rate Loans.

Borrowing Procedures and Settlements. (a) Each Revolving Facility Borrowing or The Borrower shall give Lender prior telephonic notice (immediately confirmed in writing, in substantially the form of Exhibit N-1 hereto (a Borrowing “Notice of Other Revolving Loans shall be made by a written request by an Authorized Person delivered to the Administrative Agent (which may be delivered through the Administrative Agent’s electronic platform or portal) and received by the Administrative Agent no Borrowing”)), not later than 1:00 p.m., Local Time, 10:00 a.m. (iCalifornia time) on the Business Day that date which is the requested funding date in the case of a request for a Swingline Borrowing, (ii) on the Business Day that is one Business Day prior to the requested funding date in the case of a request for an ABR Borrowing, and (iii) on the Business Day that is three 3 Business Days prior to the requested funding date in of the case of all other requests, specifying proposed Advance (A) the amount of or such Borrowing, and (B) the requested funding date (which shall be a Business Day); provided that the Administrative Agent mayshorter period as Lender is willing, in its sole discretion, elect to accept as timely requests that are received later than 1:00 p.m., Local Time, on the applicable Business Dayaccommodate from time to time). All Such Notice of Borrowing requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, such Borrowing shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Loan. Each such Borrowing request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing, which amount shall not result in the Revolving Facility Credit Exposure exceeding the Borrowing Base; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; (iv) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursedirrevocable. If no election as to is specified in the Type Notice of Revolving Facility Borrowing regarding the Interest Period applicable thereto or whether such portion of the Advances is specifieda Base Rate Loan or a LIBOR Rate Loan, then the requested Revolving Facility Borrowing portion of the Advances shall be an ABR Borrowinga Base Rate Loan. If no Interest Period is specified with respect to any requested Eurocurrency BorrowingLIBOR Rate Loan, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt Lender may act without liability upon the basis of written, telecopied or telephonic notice believed by Lender in good faith to be from the Borrower (or from any Authorized Person thereof designated in writing purportedly from the Borrower to Lender). The Borrower hereby waives the right to dispute the Lender’s record of the terms of any such telephonic Notice of Borrowing. Lender shall be entitled to rely conclusively on any Authorized Person’s authority to request a Borrowing request on behalf of the Borrower until Lender receives written notice to the contrary. Lender shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing. (b) Each Notice of Borrowing pursuant to this Section 2.3 shall be irrevocable and the Borrower shall be bound to make a borrowing in accordance with this Section 2.03(a), the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowingtherewith.