Common use of Borrowings of Committed Loans Clause in Contracts

Borrowings of Committed Loans. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the Borrower, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior to the requested date of any Borrowing. Each Borrowing Request Notice shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Borrowing (which shall be a Business Day) and the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Loans. For each Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.

Borrowings of Committed Loans. (a) Each Committed Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerAgent, which may be given by (A) telephone, or (B) a Committed Loan Notice; provided that any Electronic Mediumtelephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Committed Loan Notice. Each such notice Committed Loan Notice must be received by the Administrative Agent not later than 11:00 10:00 a.m. Eastern time two (2) three Business Days prior to the requested date of any BorrowingBorrowing of any SOFR Loans. For the avoidance of doubt, subject only to Sections 2.08(b), 3.02 and 3.03, interest shall accrue at the SOFR 1 Month Term Index Rate and Borrower shall not be entitled to request or otherwise select any other Type. Except as provided in Section 2.03(c), each Borrowing shall be in a principal amount of $1,000,000 or a whole multiple of $250,000 in excess thereof. Each Borrowing Request Committed Loan Notice shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Borrowing (which shall be a Business Day) and (ii) the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Committed Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Loansrequested Committed Loans as described in the preceding subsection. For each In the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Committed Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of CBT with the amount of such funds or (ii) wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date the Committed Loan Notice with respect to such Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above. 30 Five Point Operating Company, LP (c) [Reserved] (d) The Administrative Agent shall promptly notify the Borrower and the Lenders of the interest rate applicable to any Type of Loans upon determination of such interest rate. (e) [Reserved] (f) Notwithstanding anything to the contrary in this Agreement, any Lender may exchange, continue or rollover all of the portion of its Loans in connection with any refinancing, extension, loan modification or similar transaction permitted by the terms of this Agreement, pursuant to a cashless settlement mechanism approved by the Borrower, the Administrative Agent, and such Lender.

Borrowings of Committed Loans. (a) Each Committed Borrowing shall be made upon the Borrower’s Borrower Representative's irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerBorrower Representative, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. Eastern time (10:00 am Pacific time) two (2) Business Days prior to the requested date of any Borrowing. Each Committed Borrowing Request Notice shall specify (ieach a “Two Day Request”); provided, however, if the aggregate principal amount of a requested Committed Borrowing for any day is less than or equal to the Daily Cash Sweep Repayment Amount for such day, such notice must only be received not later than 1:00 p.m. Eastern time (10:00 am Pacific time) the Borrower requesting such Borrowing and (ii) on the requested date of the such Committed Borrowing (which shall be each a Business Day) and the principal amount of “Same Day Request”). Any Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans request on the Closing Date shall request the making any day in excess of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices Daily Cash Sweep Repayment Amount for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans such day, shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request Notice shall specify (i) the Domestic Borrower requesting such Committed Borrowing, (ii) the requested date of the Committed Borrowing (which shall be a Business Day) and (iii) whether the Committed Loan is a Revolving Credit Loan or a Term Loan and the principal amount of Committed Loans to be borrowed. The Borrower Representative may not request more than one (1) Two Day Requests on any Business Day and more than (1) Same Day Request on any Business Day. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall promptly notify (i) the Swing Line Lender in the case of any request for a Committed Revolving Credit Borrowing, (ii) each Revolving Credit Lender of the amount of its Applicable Percentage of the applicable Revolving Credit Loans to the extent the Swing Line Lender elects not to advance a requested Revolving Credit Loan by making a Swing Line Loan in accordance with Section 2.04 and (iii) on the Closing Date, each Term Loan Lender of the amount of its Applicable Percentage of the applicable Term Loans. For each Subject to the Swing Line Lender's election to advance a requested Credit Borrowing by making a Swing Line Loan in accordance with Section 2.04, in the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s 's Office not later than 1:00 3:00 p.m. Eastern time (12:00 p.m. Pacific time) (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Domestic Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time (3:00 p.m. Pacific time)) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower Representative; provided, however, that if, on the date the Borrowing Request Notice with respect to such Committed Borrowing is given by the Borrower Representative, there are L/C Borrowings outstanding, then the proceeds of such Committed Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the applicable Domestic Borrower as provided above. (c) The Administrative Agent shall promptly notify the BorrowersBorrower Representative and the Lenders of the interest rate applicable to any Loan upon determination of such interest rate.

Borrowings of Committed Loans. The Company (aon its own behalf and on behalf of any other Approved Designated Borrower) Each Borrowing shall be made upon the Borrower’s irrevocable notice to give the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member (which shall promptly notify the Lenders) notice of Senior Management each borrowing hereunder of the BorrowerCommitted Loans, which may notice shall be given by any Electronic Medium. Each such notice must be received irrevocable and effective only upon receipt by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior Agent, shall specify with respect to the requested date of any Borrowing. Each Borrowing Request Notice shall specify Committed Loans to be borrowed (i) the Borrower requesting such Borrowing aggregate amount to be borrowed, which shall be at least $5,000,000 (or an integral multiple of $1,000,000 in excess thereof) in the case of Base Rate Loans (provided that a Base Rate Loan may be in an aggregate amount that is equal to the entire unused balance of the total Commitments or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.04(e)) and $5,000,000 in the case of Committed LIBOR Loans (or in either case an integral multiple of $1,000,000 in excess thereof), (ii) the requested Type and date of the Borrowing (which shall be a Business Day) and (iii) (in the principal amount case of Committed LIBOR Loans) the duration of the Interest Period therefor, and each such notice shall be given not later than 11:00 a.m. New York time on the day which is not less than the number of Business Days prior to the date of such borrowing specified below opposite the Type of such Loans: Base Rate Loans 0 Committed LIBOR Loans 3 Not later than 2:00 p.m. New York time on the date specified for each borrowing of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Noticehereunder, the Administrative Agent shall promptly notify each Lender of shall, subject to Section 4.01(a), make available the amount of its Applicable Percentage of the applicable Loans. For each Borrowing, each Lender shall make the amount of its Committed Loan available or Loans to be made by it on such date to the Administrative Agent in immediately available funds Agent, at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified Account for Dollars in the applicable Borrowing Request Notice. Upon satisfaction immediately available funds, for account of the applicable conditions set forth relevant Borrower, provided that Base Rate Loans made to finance the reimbursement of an LC Disbursement as provided in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01), 2.04(e) shall be remitted by the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as relevant Issuing Bank. The amount so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, promptly be made available to the relevant Borrower by transfer depositing the same, in immediately available funds, in an account of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent relevant Borrower designated by the BorrowerCompany.

Borrowings of Committed Loans. (a) The Committed Loans shall be Loans and Obligations for all purposes of this Agreement and the other Loan Documents. (b) Each Committed Borrowing shall be made upon the Lead Borrower’s irrevocable written notice to the Administrative Agent via a Request for Credit Extension, which notice must be received by the Agent not later than 12:00 p.m. on the requested day of any Committed Borrowing Request Notice appropriately completed and signed by a member of Senior Management Responsible Officer of the Lead Borrower, which may be given by any Electronic Medium. Each such notice must be received Request for Credit Extension shall include the most recently submitted Borrowing Base Certificate submitted by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior Lead Borrower to the requested date of any Borrowing. Each Borrowing Request Notice Agent pursuant to Section 6.02(c) and shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Committed Borrowing (which shall be a Business Day), and (ii) and the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (bc) Following receipt of a Borrowing Request Noticefor Credit Extension, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Committed Loans. For each Borrowing, each Each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 2:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Noticefor Credit Extension. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial Committed Borrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower Borrowers in like funds as received by no later than 4:00 p.m. on the day of receipt by the Administrative Agent by wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Lead Borrower. (d) The Agent, without the request of the Lead Borrower, may advance any interest, fee, service charge (including direct wire fees), Credit Party Expenses, or other payment to which any Credit Party is entitled from the Loan Parties pursuant hereto or any other Loan Document and may charge the same to the Loan Account notwithstanding that an Overadvance may result thereby. The Agent shall advise the Lead Borrower of any such advance or charge promptly after the making thereof. Such action on the part of the Agent shall not constitute a waiver of the Agent’s rights and the Borrowers’ obligations under Section 2.05(b). Any amount which is added to the principal balance of the Loan Account as provided in this Section 2.02(d) shall bear interest at the interest rate then and thereafter applicable to the Loans. (e) At any time that any Loans are outstanding, the Agent shall notify the Lead Borrower and the Lenders of any change in Salus’s prime rate used in determining the Base Rate promptly following the public announcement of such change. (f) The Agent, the Lenders and the L/C Issuer shall have no obligation to make any Loan or to provide any Letter of Credit if an Overadvance would result. The Agent may, in its discretion, make Permitted Overadvances without the consent of the Borrowers, the Lenders and the L/C Issuer and the Borrowers and each Lender and L/C Issuer shall be bound thereby. A Permitted Overadvance is for the account of the Borrowers and shall constitute a Loan and an Obligation and shall be repaid by the Borrowers in accordance with the provisions of Section 2.05(b). The making of any such Permitted Overadvance on any one occasion shall not obligate the Agent or any Lender to make or permit any Permitted Overadvance on any other occasion or to permit such Permitted Overadvances to remain outstanding. The Agent shall have no liability for, and no Loan Party or Credit Party shall have the right to, or shall, bring any claim of any kind whatsoever against the Agent with respect to Unintentional Overadvances regardless of the amount of any such Overadvance(s).

Borrowings of Committed Loans. (a) Each Borrowing Committed Loan shall be made upon the Lead Borrower’s irrevocable notice to the Administrative Agent, which notice must be received by the Agent via not later than 12:00 p.m. on the same Business Day of the requested date of any Committed Borrowing, and must be made by delivery to the Agent of a written Committed Loan Notice and a Borrowing Request Notice Base Certificate, appropriately completed and signed by a member of Senior Management Responsible Officer of the Lead Borrower, which may be given by any Electronic Medium. Each such notice must Committed Borrowing shall be received by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior to the requested date in a principal amount of any Borrowing$100,000 or a whole multiple of $50,000 in excess thereof. Each Borrowing Request Committed Loan Notice shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Committed Borrowing (which shall be a Business Day), and (ii) and the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Noticefor Credit Extension, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Committed Loans. For each In the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Committed Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall use reasonable efforts to make all funds so received available to the applicable Borrower Borrowers in like funds as received by no later than 4:00 p.m. on the day of receipt by the Administrative Agent by wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) funds, in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Lead Borrower. (c) The Agent, without the request of the Lead Borrower, may advance as a Loan any interest, fee, service charge (including direct wire fees), Credit Party Expenses, or other payment to which any Credit Party is entitled from the Loan Parties pursuant hereto or any other Loan Document and may charge the same to the Loan Account notwithstanding that an Overadvance may result thereby. The Agent shall advise the Lead Borrower of any such advance or charge promptly after the making thereof. Such action on the part of the Agent shall not constitute a waiver of the Agent’s rights and the Borrowers’ obligations under Section 2.05(a). Any amount which is added to the principal balance of the Loan Account as provided in this Section 2.02(c) shall bear interest at the interest rate then and thereafter applicable to the Loans. (d) Each Committed Borrowing shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender to make any Loan shall neither relieve any other Lender of its obligation to fund its Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (e) At any time that any Loans are outstanding, the Agent shall notify the Lead Borrower and the Lenders of any change in Salus’ prime rate used in determining the Base Rate. (f) The Agent and the Lenders shall have no obligation to make any Loan if an Overadvance would result. The Agent may, in its Permitted Discretion, make Permitted Overadvances without the consent of the Borrowers, the Lenders, and the Borrowers and each Lender shall be bound thereby. A Permitted Overadvance is for the account of the Borrowers and shall constitute a Loan and an Obligation and shall be repaid by the Borrowers in accordance with the provisions of Section 2.05(a). The making of any such Permitted Overadvance on any one occasion shall not obligate the Agent or any Lender to make or permit any Permitted Overadvance on any other occasion or to permit such Permitted Overadvances to remain outstanding. The Agent shall have no liability for, and no Loan Party or Credit Party shall have the right to, or shall, bring any claim of any kind whatsoever against the Agent with respect to Unintentional Overadvances regardless of the amount of any such Overadvance(s).

Borrowings of Committed Loans. (a) The Borrower shall request Committed Borrowings no more frequently than twice a month. Each Committed Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerAgent, which may be given by any Electronic Mediumtelephone. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. Eastern time two seven (27) Business Days calendar days prior to the requested date of any Committed Borrowing. Each Borrowing Request telephonic notice by Borrower pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Agent of a written Committed Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Each Committed Loan Notice shall (whether telephonic or written) must specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Borrowing (which shall be a Business Day) and (ii) the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Once a total of $17,500,000 in Committed Loans has been made, the Borrower shall pay from its own funds the next $5,000,000 of Project Contributions and provide the Administrative Agent with satisfactory evidence of such payment before requesting any additional Committed Borrowings. (c) Following receipt of a Borrowing Request Committed Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Committed Loans. For each In the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Committed Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by Agent either by (i) crediting the Administrative Agent by account, if any, of Borrower on the books of Union with the amount of such funds or (ii) wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower. (d) During the existence of a Default, no Loans may be requested as Index Rate Loans without the consent of the Required Lenders, and the Required Lenders may demand that any or all of the then outstanding Index Rate Loans be converted immediately to Base Rate Committed Loans, and Borrower agrees to pay all amounts due under Section 3.05 in accordance with the terms thereof due to any such conversion. (e) Upon request, Agent shall promptly notify Borrower and Lenders of the interest rate applicable to any Index Rate Loans.

Borrowings of Committed Loans. (a) Each Borrowing shall be made upon the BorrowerBorrower Representative’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerBorrower Representative, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. Eastern time two five (25) Business Days prior to the requested date of any Borrowing. Each Borrowing Request Notice shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Borrowing (which shall be a Business Day) and the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Closing Date Term Loan. The Borrower Representative may not submit more than two one (21) Borrowing Request Notices Notice for Delayed Draw Term Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall shall (i) promptly notify each Lender of the amount of its Applicable Delayed Draw Term Percentage of the applicable Delayed Draw Term Loans and (ii) on the Closing Date, promptly notify each Lender of the amount of its Applicable Percentage of the applicable Closing Date Term Loans. For each Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 3:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower Representative.

Borrowings of Committed Loans. (a) Each Committed Borrowing shall be made upon the BorrowerBorrower Representative’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerBorrower Representative, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. Eastern time (10:00 am Pacific time) two (2) Business Days prior to the requested date of any Borrowing. Each Committed Borrowing Request Notice shall specify (ieach a “Two Day Request”); provided, however, if the aggregate principal amount of a requested Committed Borrowing for any day is less than or equal to the Daily Cash Sweep Repayment Amount for such day, such notice must only be received not later than 1:00 p.m. Eastern time (10:00 am Pacific time) the Borrower requesting such Borrowing and (ii) on the requested date of the such Committed Borrowing (which shall be each a Business Day) and the principal amount of “Same Day Request”). Any Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans request on the Closing Date shall request the making any day in excess of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices Daily Cash Sweep Repayment Amount for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans such day, shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request Notice shall specify (i) the Borrower requesting such Committed Borrowing, (ii) the requested date of the Committed Borrowing (which shall be a Business Day) and (iii) whether the Committed Loan is a Revolving Credit Loan or a Term Loan and the principal amount of Committed Loans to be borrowed. The Borrower Representative may not request more than one (1) Two Day Requests on any Business Day and more than (1) Same Day Request on any Business Day. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall promptly notify (i) the Swing Line Lender in the case of any request for a Committed Revolving Credit Borrowing, (ii) each Revolving Credit Lender of the amount of its Applicable Percentage of the applicable Revolving Credit Loans to the extent the Swing Line Lender elects not to advance a requested Revolving Credit Loan by making a Swing Line Loan in accordance with Section 2.04 and (iii) on the Closing Date, each Term Loan Lender of the amount of its Applicable Percentage of the applicable Term Loans. For each Subject to the Swing Line Lender’s election to advance a requested Credit Borrowing by making a Swing Line Loan in accordance with Section 2.04, in the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 3:00 p.m. Eastern time (12:00 p.m. Pacific time) (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time (3:00 p.m. Pacific time)) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower Representative; provided, however, that if, on the date the Borrowing Request Notice with respect to such Committed Borrowing is given by the Borrower Representative, there are L/C Borrowings outstanding, then the proceeds of such Committed Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the applicable Borrower as provided above. (c) The Administrative Agent shall promptly notify the Borrowers and the Lenders of the interest rate applicable to any Loan upon determination of such interest rate.

Borrowings of Committed Loans. (a) Each Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the Borrower, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior to the requested date of any BorrowingBorrowing (each, a “Two Day Request”); provided, however, if the aggregate principal amount of a requested Borrowing for any day is less than or equal to the Daily Cash Sweep Repayment Amount for the immediately preceding day, such notice must only be received not later than 11:00 a.m. on the requested date of such Borrowing (each, a “Same Day Request”). Each Borrowing Request Notice shall specify (i) the Borrower requesting such Borrowing and and, (ii) the requested date of the Borrowing (which shall be a Business Day), (iii) whether such Borrowing is a Two Day Request or a Same Day Request and (iv) the principal amount of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans (other than a Borrowing pursuant to a Same Day Request) shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Loans. For each Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.

Borrowings of Committed Loans. (a) The Committed Loans shall be Loans and Obligations for all purposes of this Agreement and the other Loan Documents. (b) Each Committed Borrowing shall be made upon the Lead Borrower’s irrevocable written notice to the Administrative Agent via a Borrowing Request Notice for Credit Extension, which. notice must be received by the Agent not later than 12:00 p.m. on the requested day of any Committed Borrowing, appropriately completed and signed by a member of Senior Management Responsible Officer of the Lead Borrower, which may be given by any Electronic Medium. Each such notice must be received Request for Credit Extension shall include the most recently submitted Borrowing Base Certificate submitted by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior Lead Borrower to the requested date of any Borrowing. Each Borrowing Request Notice Agent pursuant to Section 6.02(c) and shall specify (i) the Borrower requesting such Borrowing and (ii) the requested date of the Committed Borrowing (which shall be a Business Day), and (ii) and the principal amount of Committed Loans to be borrowed. Only the Each Committed Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 100,000 or a whole multiple of $100,000 10,000 in excess thereof. (bc) Notwithstanding anything to the contrary contained in this Agreement, the Borrowers shall not request, and the Tranche A Lenders shall be under no obligation to fund, any Tranche A Loan unless the Borrowers have borrowed the full amount available under the Tranche A-1 Loan Cap. If any Tranche A-1 Loan is prepaid in whole or part pursuant to Section 2.05, any Committed Loans to the Borrowers thereafter requested shall automatically be Tranche A-1 Loans until the maximum principal amount of Tranche A-1 Loans outstanding equals the Tranche A-1 Loan Cap in effect at such time and thereafter shall be Tranche A Loans. (d) Following receipt of a Borrowing Request Noticefor Credit Extension, the Administrative Agent shall promptly notify each Appropriate Lender of the amount of its Applicable Percentage of the applicable Committed Loans. For each Borrowing, each Each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 2:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Noticefor Credit Extension. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial Committed Borrowing, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Borrower Borrowers in like funds as received by no later than 4:00 p.m. on the day of receipt by the Administrative Agent by wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Lead Borrower. (e) Each Borrowing of Tranche A Loans shall be made by the Tranche A Lenders pro rata in accordance with their respective Tranche A Applicable Percentage and each Borrowing of Tranche A-1 Loans shall be made by the Tranche A-1 Lenders pro rata in accordance with their respective Tranche A-1 Applicable Percentage. The failure of any Lender to make any Loan shall neither relieve any other Lender of its obligation to fund its Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (f) The Agent, without the request of the Lead Borrower, may advance any interest, fee, service charge (including direct wire fees), Credit Party Expenses, or other payment to which any Credit Party is entitled from the Loan Parties pursuant hereto or any other Loan Document and may charge the same to the Loan Account notwithstanding that an Overadvance may result thereby. The Agent shall advise the Lead Borrower of any such advance or charge promptly after the making thereof. Such action on the part of the Agent shall not constitute a waiver of the Agent’s rights and the Borrowers’ obligations under Section 2.05(b). Any amount which is added to the principal balance of the Loan Account as provided in this Section 2.02(e) shall bear interest at the interest rate then and thereafter applicable to the Tranche A Loans. (g) At any time that any Loans are outstanding, the Agent shall promptly notify the Lead Borrower and the Lenders of changes in the LIBO Rate used in determining the applicable interest rate. (h) The Agent, the Lenders and the L/C Issuer shall have no obligation to make any Loan or to provide any Letter of Credit if an Overadvance would result. The Agent may, in its Permitted Discretion, make Permitted Overadvances without the consent of the Borrowers, the Lenders and the L/C Issuer and the Borrowers and each Lender and L/C Issuer shall be bound thereby. A Permitted Overadvance is for the account of the Borrowers and shall constitute a Loan and an Obligation and shall be repaid by the Borrowers in accordance with the provisions of Section 2.05(b). The making of any such Permitted Overadvance on any one occasion shall not obligate the Agent or any Lender to make or permit any Permitted Overadvance on any other occasion or to permit such Permitted Overadvances to remain outstanding. The Agent shall have no liability for, and no Loan Party or Credit Party shall have the right to, or shall, bring any claim of any kind whatsoever against the Agent with respect to Unintentional Overadvances regardless of the amount of any such Overadvances.

Borrowings of Committed Loans. (a) Each Committed Borrowing shall be made upon the BorrowerBorrower Representative’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerBorrower Representative, which may be given by any Electronic Medium. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. Eastern time (10:00 am Pacific time) two (2) Business Days prior to the requested date of any Borrowing. Each Committed Borrowing Request Notice shall specify (ieach a “Two Day Request”); provided, however, if the aggregate principal amount of a requested Committed Borrowing for any day is less than or equal to the Daily Cash Sweep Repayment Amount for such day, such notice must only be received not later than 1:00 p.m. Eastern time (10:00 am Pacific time) the Borrower requesting such Borrowing and (ii) on the requested date of the such Committed Borrowing (which shall be each a Business Day) and the principal amount of “Same Day Request”). Any Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans request on the Closing Date shall request the making any day in excess of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices Daily Cash Sweep Repayment Amount for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans such day, shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request Notice shall specify (i) the Domestic Borrower requesting such Committed Borrowing, (ii) the requested date of the Committed Borrowing (which shall be a Business Day) and (iii) whether the Committed Loan is a Revolving Credit Loan or a Term Loan and the principal amount of Committed Loans to be borrowed. The Borrower Representative may not request more than one (1) Two Day Requests on any Business Day and more than (1) Same Day Request on any Business Day. (b) Following receipt of a Borrowing Request Notice, the Administrative Agent shall promptly notify (i) the Swing Line Lender in the case of any request for a Committed Revolving Credit Borrowing, (ii) each Revolving Credit Lender of the amount of its Applicable Percentage of the applicable Revolving Credit Loans to the extent the Swing Line Lender elects not to advance a requested Revolving Credit Loan by making a Swing Line Loan in accordance with Section 2.04 and (iii) on the Closing Date, each Term Loan Lender of the amount of its Applicable Percentage of the applicable Term Loans. For each Subject to the Swing Line Lender’s election to advance a requested Credit Borrowing by making a Swing Line Loan in accordance with Section 2.04, in the case of a Committed Borrowing, each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 3:00 p.m. Eastern time (12:00 p.m. Pacific time) (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Committed Borrowing is the initial BorrowingCredit Extension, Section 4.01), the Administrative Agent shall make all funds so received available to the applicable Domestic Borrower in like funds as received by the Administrative Agent by transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time (3:00 p.m. Pacific time)) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the BorrowerBorrower Representative; provided, however, that if, on the date the Borrowing Request Notice with respect to such Committed Borrowing is given by the Borrower Representative, there are L/C Borrowings outstanding, then the proceeds of such Committed Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the applicable Domestic Borrower as provided above. (c) The Administrative Agent shall promptly notify the Borrower Representative and the Lenders of the interest rate applicable to any Loan upon determination of such interest rate.

Borrowings of Committed Loans. (a) Each Committed Borrowing shall be made upon the Borrower’s irrevocable notice to the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member of Senior Management of the BorrowerAgent, which may be given by any Electronic Mediumtelephone. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior to on the requested date of any Committed Borrowing. Each Borrowing Request Notice shall specify (i) telephonic notice by the Borrower requesting such Borrowing and (iipursuant to this Section 2.02(a) the requested date of the Borrowing (which shall must be a Business Day) and the principal amount of Committed Loans confirmed promptly by delivery to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretionof a written Committed Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each Borrowing of any Committed Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Committed Loan Notice (whether telephonic or written) shall specify (i) the requested date of the Borrowing (which shall be a Business Day), and (ii) the principal amount of Committed Loans to be borrowed. (b) Following receipt of a Borrowing Request Committed Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the applicable Committed Loans. For each Borrowing, each Each Lender shall make the amount of its Committed Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified in the applicable Borrowing Request Committed Loan Notice. Upon satisfaction of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01)4.02, the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as received by the Administrative Agent either by (i) crediting the account of the Borrower on the books of Bank of America with the amount of such funds or (ii) wire transfer of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower; provided, however, that if, on the date the Committed Loan Notice with respect to such Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above.

Borrowings of Committed Loans. The Company (aon its own behalf and on behalf of any other Approved Designated Borrower) Each Borrowing shall be made upon the Borrower’s irrevocable notice to give the Administrative Agent via a Borrowing Request Notice appropriately completed and signed by a member (which shall promptly notify the Lenders) notice of Senior Management each borrowing hereunder of the BorrowerCommitted Loans, which may notice shall be given by any Electronic Medium. Each such notice must be received irrevocable and effective only upon receipt by the Administrative Agent not later than 11:00 a.m. Eastern time two (2) Business Days prior Agent, shall specify with respect to the requested date of any Borrowing. Each Borrowing Request Notice shall specify Committed Loans to be borrowed (i) the Borrower requesting such Borrowing aggregate amount to be borrowed, which shall be at least $5,000,000 (or an integral multiple of $1,000,000 in excess thereof) in the case of Base Rate Loans (provided that a Base Rate Loan may be in an aggregate amount that is equal to the entire unused balance of the total Commitments or that is required to finance the reimbursement of an LC Disbursement as contemplated by Section 2.04(e)) and $5,000,000 in the case of Committed LIBOR Loans (or in either case an integral multiple of $1,000,000 in excess thereof), (ii) the requested Type and date of the Borrowing (which shall be a Business Day) and (iii) (in the principal amount case of Committed LIBOR Loans) the duration of the Interest Period therefor, and each such notice shall be given not later than 11:00 a.m. New York time on the day which is not less than the number of Business Days prior to the date of such borrowing specified below opposite the Type of such Loans: Not later than 2:00 p.m. New York time on the date specified for each borrowing of Committed Loans to be borrowed. Only the Borrowing Request Notice relating to Loans on the Closing Date shall request the making of the Term Loan. The Borrower may not submit more than two (2) Borrowing Request Notices for Loans during any week except with the consent of the Administrative Agent in its sole discretion. Each Borrowing of any Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. (b) Following receipt of a Borrowing Request Noticehereunder, the Administrative Agent shall promptly notify each Lender of shall, subject to Section 4.01(a), make available the amount of its Applicable Percentage of the applicable Loans. For each Borrowing, each Lender shall make the amount of its Committed Loan available or Loans to be made by it on such date to the Administrative Agent in immediately available funds Agent, at the Administrative Agent’s Office not later than 1:00 p.m. Eastern time (or such later time as may be agreed upon by a Lender and the Administrative Agent) on the Business Day specified Account for Dollars in the applicable Borrowing Request Notice. Upon satisfaction immediately available funds, for account of the applicable conditions set forth relevant Borrower, provided that Base Rate Loans made to finance the reimbursement of an LC Disbursement as provided in Section 4.02 (and, if such Borrowing is the initial Borrowing, Section 4.01), 2.04(e) shall be remitted by the Administrative Agent shall make all funds so received available to the applicable Borrower in like funds as relevant Issuing Bank. The amount so received by the Administrative Agent shall, subject to the terms and conditions of this Agreement, promptly be made available to the relevant Borrower by transfer depositing the same, in immediately available funds, in an account of such funds (such transfer to be initiated no later than 6:00 p.m. Eastern time) in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent relevant Borrower designated by the BorrowerCompany.