Common use of Borrowings of Revolving Loans Clause in Contracts

Borrowings of Revolving Loans. (a) Each Borrowing shall be made upon the Lead Borrower’s notice to the Agent. Each notice by the Lead Borrower pursuant to this Section must be delivered to the Agent in writing not later than 12:00 p.m. on the requested date of the requested Revolving Loan. Each Borrowing shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Revolving Loan Notice shall specify (i) the requested date of the Borrowing (which shall be a Business Day) and (ii) the principal amount of Revolving Loans to be borrowed. (b) Following receipt of a Request for Credit Extension, the Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the requested Revolving Loans and each Lender shall make the amount of its Revolving Loan available to the Agent in immediately available funds at the Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan Notice. Upon satisfaction or waiver of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension hereunder, Section ), the Agent shall use reasonable efforts to make all funds so received available to the Borrower in like funds by no later than 4:00 p.m. on the day of receipt by the Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Agent by the 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 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 . Any amount which is added to the principal balance of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to the Revolving Loans. (d) Each Borrowing of Revolving Loans shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (e) 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 and 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 . 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 Revolving Loans. (a) Each Borrowing Other than as provided in subsection 3.3(b), Borrowings shall be made upon on notice from the Lead Borrower’s notice Borrower to the Agent. Each notice by the Lead Borrower pursuant to this Section must be delivered to the Agent in writing , given not later than 12:00 p.m. noon (New York City time) on the Business Day on which the proposed Borrowing consisting of Prime Rate Loans is requested to be made and on the third Business Day prior to the date of any proposed Borrowing consisting of Eurodollar Rate Loans is requested to be made. (i) Each Notice of Borrowing shall be given by either telephone or facsimile transmission, and, if by telephone, confirmed in writing, in the requested Revolving Loanform attached as Exhibit F (the "Notice of Borrowing"). Each Notice of Borrowing shall be irrevocable by and binding on the Borrower. (ii) In its Notice of Borrowing, the Borrower may request one or more Borrowings on a single day. Each such Borrowing shall, unless otherwise specifically provided herein, consist entirely of Loans of the same Type. Each Borrowing consisting of Eurodollar Rate Loans shall be in a principal an aggregate amount for all Lenders of not less than $500,000 4,000,000 or a whole an integral multiple of $100,000 in excess thereof, and each Borrowing consisting of Prime Rate Loans shall be in an aggregate amount for all Lenders of not less than $250,000. Each Revolving Loan The right of the Borrower to choose Eurodollar Rate Loans is subject to the provisions of Section 5.3(c). (iii) The Agent shall give to each Lender prompt notice of each Notice of Borrowing by telephone or by facsimile transmission. No later than 3:00 P.M. New York City time on the date of receipt of each Notice of Borrowing (unless such Notice of Borrowing specifies the Closing Date as the date of Borrowing, in which case no later than 11:00 A.M. New York City time on the Closing Date), each Lender will make available for the account of its applicable lending office set forth on Annex I, to the Agent at the address of the Agent set forth on Annex I, in immediately available funds, its Proportionate Share of such Borrowing requested to be made. Unless the Agent shall specify (i) have been notified by any Lender prior to the requested date of Borrowing that such Lender does not intend to make available to the Agent its portion of the Borrowing to be made on such date, the Agent may assume that such Lender will make such amount available to the Agent at the end of the Settlement Period (which shall be a Business Dayas defined below) and (ii) the principal Agent may, in reliance upon such assumption, make available the amount of Revolving Loans the Borrowing to be borrowedprovided by such Lender. (iv) Provided that the conditions set forth in Article 2 hereof for such Borrowing are fulfilled, the Agent will make such funds available to the Borrower at the account specified by the Borrower in such Notice of Borrowing. (b) Following receipt The Borrower has informed the Agent that from time to time it may open and maintain with various depositary institutions (each a "Disbursement Bank") one or more checking accounts (each a "Disbursement Account") for the purpose of a Request paying trade payables, and other operating expenses. The Lenders hereby instruct the Agent, and so long as the conditions for Credit ExtensionBorrowing in Article 2 remain satisfied, the Agent shall promptly notify each Lender Agent, on behalf of the amount of its Applicable Percentage of the requested Lenders may make, but shall not be required to make, Revolving Loans to cover checks written by (and each Lender other disbursements of) the Borrower on the Disbursement Accounts. Advice from a Disbursement Bank of amounts required to cover checks written on, or other disbursements from, the Disbursement Account maintained by the Borrower with such Disbursement Bank will be deemed sufficient notice of Borrowing. Such Borrowings shall make the amount be of its Revolving Loan available Prime Rate Loans only and will not be subject to the Agent in immediately available funds at the Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan Notice. Upon satisfaction or waiver minimum amount requirement of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension hereunder, Section subsection 3.3(a)(ii), the Agent shall use reasonable efforts to make all funds so received available to the Borrower in like funds by no later than 4:00 p.m. on the day of receipt by the Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Agent by the Borrower. (c) The AgentIn order to administer the Revolving Loans in an efficient manner and to minimize the transfer of funds between the Agent and the Lenders, so long as the conditions for Borrowing in Article 2 remain satisfied, the Agent may make, but shall not be required to make available, on behalf of the Lenders, the full amount of all Revolving Loans requested or deemed requested by the Borrower pursuant to subsections 3.3(a) and 3.3(b), without in either event the request requirement of giving each Lender prior notice of the Lead Borrower, may advance as a Loan any interest, fee, service charge proposed Borrowing pursuant to subsection 3.3(a)(iii). (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 Borrower of any such advance or charge promptly after the making thereof. Such action on the part of i) If the Agent shall not constitute a waiver have advanced Revolving Loans on behalf of the Agent’s rights and the Borrowers’ obligations under Section . Any amount which is added to the principal balance of the Loan Account Lenders, as provided in this Section shall bear interest at subsection 3.3(c), the interest rate applicable to the Revolving Loans. (d) Each Borrowing amount of each Lender's Proportionate Share of Revolving Loans shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (e) 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 and 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 computed weekly rather than daily and shall be repaid by adjusted upward or downward on the Borrowers in accordance with the provisions of Section . 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 basis of the amount of any such Overadvance(s).outstanding Revolving Loans as of 5:00 P.M. (New York City time) on the Business Day immediately preceding the date of each computation; provided,

Borrowings of Revolving Loans. (a) Each Revolving Borrowing shall be made upon the Lead Borrower’s Company's irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Lead Borrower pursuant to this Section must be delivered to the Administrative Agent in writing not later than 12:00 p.m. 11:00 a.m. on the requested date of the requested any Revolving LoanBorrowing. Each telephonic notice by the Company pursuant to this SECTION 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Revolving Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Each Revolving Borrowing shall be in a principal amount of $500,000 100,000 or a whole multiple of $100,000 in excess thereof. Each Revolving Loan Notice (whether telephonic or written) shall specify (i) the requested date of the Revolving Borrowing (which shall be a Business Day) ), and (ii) the principal amount of Revolving Loans to be borrowed. (b) Following receipt of a Request for Credit ExtensionRevolving Loan Notice, the Administrative Agent shall promptly notify each Revolving Lender of the amount of its Applicable Revolving Credit Percentage of the requested applicable Revolving Loans and Loans. In the case of a Revolving Borrowing, each Revolving Lender shall make the amount of its Revolving Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s 's Office not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan Notice. Upon satisfaction or waiver of the applicable conditions set forth in Section SECTION 4.02 (and, if such Revolving Borrowing is the initial Credit Extension hereunderExtension, Section SECTION 4.01), the Administrative Agent shall use reasonable efforts to make all funds so received available to the Borrower Borrowers in like funds as received by no later than 4:00 p.m. the Administrative Agent either by (i) crediting the account of such Borrower on the day books of receipt by Bank of America with the Agent by amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by such Borrower; provided, however, that if, on the Borrower. (c) The Agent, without date the request of the Lead Revolving Loan Notice with respect to such Borrowing is given by such Borrower, may advance as a Loan any interestthere are L/C Borrowings outstanding, feethen the proceeds of such Revolving Borrowing first, service charge (including direct wire fees)shall be applied, 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 Borrower payment in full 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 L/C Borrowings, and the Borrowers’ obligations under Section . Any amount which is added to the principal balance of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to the Revolving Loans. (d) Each Borrowing of Revolving Loans second, shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender available to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other LenderBorrower as provided above. (e) 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 and 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 . 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 Revolving Loans. (a) Each Revolving Borrowing shall be made upon the Lead BorrowerBorrower Agent’s irrevocable notice to the Administrative Agent. Each such notice must be received by the Administrative Agent not later than 11:00 a.m. on the date of the proposed Borrowing. (b) Each notice by the Lead Borrower Agent pursuant to this Section must 2.2(a) shall be delivered to made by submitting such request by ABLSoft (or, if requested by the Agent Administrative Agent, by delivering, in writing not later than 12:00 p.m. on writing, a Borrowing Request in the requested date form of Exhibit C) (each such request, a “Borrowing Request”), appropriately completed and signed by a Responsible Officer of the requested Revolving LoanBorrower Agent. Each Borrowing of Revolving Loans shall be in a principal amount of at least $500,000 25,000 or a whole multiple of $100,000 25,000 in excess thereof. Each Revolving Loan Notice Borrowing Request shall specify (iA) the requested date of the Borrowing (which shall be a Business Day) and (iiB) the principal amount of Revolving Loans to be borrowed. (bc) Following receipt of a Request for Credit ExtensionBorrowing Request, the Administrative Agent shall promptly notify each Revolving Lender of the amount of its Applicable Percentage of the requested Revolving Loans Loans, and each Revolving Lender shall make the amount of its Revolving Loan available to the Agent Administrative Agent, by transfer in immediately available funds at to the Agent’s Office account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders, not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan NoticeBorrowing Request. Upon satisfaction or waiver of the applicable conditions set forth in Section 4.02 4.2 (and, if such Borrowing is the initial Credit Extension Revolving Loan hereunder, Section 4.1), the Administrative Agent shall use reasonable efforts to make all funds so received available to the Borrower Borrowers in like funds as received by no later than 4:00 p.m. on the day of receipt by the Agent by wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Agent by the 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 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 . Any amount which is added to the principal balance of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to the Revolving LoansDesignated Account. (d) Each Borrowing The failure of any Revolving Lender to make any Revolving Loan required to be made by it shall not relieve any other Revolving Lender of its obligations hereunder, provided that the Commitments of the Lenders are several, and no Lender shall be responsible for any other Lender’s failure to make Revolving Loans as required. (e) Notwithstanding anything herein to the contrary, (i) the Borrower Agent may request, and the Administrative Agent may, in its sole and absolute discretion, make, Revolving Loans to the Borrowers or (ii) the Administrative Agent may, in its sole discretion, make Revolving Loans, on behalf of the Revolving Lenders, if Administrative Agent, in its Permitted Discretion, deems that such Revolving Loans are necessary or desirable (A) to protect or preserve all or any portion of the Collateral, (B) to enhance the likelihood, or maximize the amount of, repayment of the Obligations, or (C) to pay any other amount chargeable to the Borrowers pursuant to this Agreement, in each case, at a time when the Total Revolving Outstandings exceed, or would exceed with the making of any such Revolving Loan, the Borrowing Base (such Loan or Loans being herein referred to individually as an “Overadvance” and collectively, as “Overadvances”); provided, however, that (x) the aggregate amount of Overadvances outstanding at any time shall not exceed the lesser of (1) 10% of the Borrowing Base or (2) $3,000,000, (y) unless otherwise consented to by the Required Lenders, Overadvances shall not be outstanding for more than 60 consecutive days and (z) unless otherwise consented to by all Revolving Lenders, no Overadvances shall be permitted to the extent that such Overadvances would cause the Total Revolving Outstandings to exceed the Revolving Credit Maximum Amount. All Overadvances shall be repaid on demand, shall be secured by the Collateral and shall bear interest as provided in this Agreement for Revolving Loans generally. Any Overadvance made pursuant to the terms hereof shall be made by the all Revolving Lenders pro rata ratably in accordance with their respective Applicable Percentage. The failure of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other LenderPercentages. (e) 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 and 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 . 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 Revolving Loans. (a) Each Borrowing of Revolving Loans shall be made upon the Lead any Borrower’s irrevocable written notice to Agent (which may be made by facsimile), appropriately completed and signed by a Responsible Officer. Each such notice must be received by Agent not later than 11:00 a.m. three Business Days prior to the Agentrequested date of any Borrowing of Revolving Loans. Each notice by the Lead any Borrower pursuant to this Section 2.02(a) (including by facsimile) must be delivered to in the Agent in writing not later than 12:00 p.m. on the requested date of the requested Revolving Loan. form attached hereto as Exhibit A. Each Borrowing of Revolving Loans shall be in a principal amount of $500,000 100,000 or a whole multiple of $100,000 25,000 in excess thereof. Each Revolving Loan Notice Draw Certificate shall specify (i) the requested date of the Borrowing of Revolving Loans (which shall be a Business Day) and (ii) the principal amount of Revolving Loans to be borrowed. (b) Following receipt of a Request for Credit ExtensionDraw Certificate, the Agent shall promptly notify each Lender of the amount of its Applicable Percentage of the requested applicable Revolving Loans and Loans. In the case of a Borrowing of Revolving Loans, each Lender shall make the amount of its Revolving Loan available to the Agent in immediately available funds at the Administrative Agent’s Office not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan NoticeDraw Certificate. Upon satisfaction or waiver of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension hereunderBorrowing of Revolving Loans, Section 4.01), the Agent shall use reasonable efforts to make all funds so received available to the Borrower Borrowers in like funds as received by no later than 4:00 p.m. Agent either by (i) crediting the account of the Borrowers on the day books of receipt by Agent with the Agent by amount of such funds or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Agent by the BorrowerBorrowers. (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 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 . Any amount which is added to the principal balance of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to the Revolving Loans. (d) Each Borrowing of Revolving Loans shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (e) 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 and 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 . 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 Revolving Loans. (a) Each Borrowing Borrower Representative shall be made upon give written notice (each such notice, a “Notice of Borrowing”) substantially in the Lead Borrower’s notice to the Agent. Each notice by the Lead Borrower pursuant to this Section must be delivered form of Exhibit 1.5 to the Agent in writing of each proposed borrowing of Revolving Loans not later than 12:00 p.m. on 10:00 a.m. (New York time) five (5) Business Days prior to the requested proposed date of the requested Revolving Loansuch borrowing. Each Borrowing borrowing of a Revolving Loan shall be in a principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereofthereof (or, if less, the entire Revolving Loan Commitment then available). Each Revolving Loan Notice shall notice will be effective upon receipt by the Agent, will be irrevocable and must specify the date, amount and Type of borrowing; provided that (i) the requested date amount of the Borrowing (which each borrowing request with respect to Revolving Loans shall be a Business Dayin accordance with the Budget delivered to the Agent pursuant to Section 2.1(j) or 4.2(e) and (ii) notwithstanding any provision of this Agreement to the principal amount contrary, Borrowers may not request, and the Lenders will not be required to fund, any borrowing of Revolving Loans any Loan that is not a LIBOR Rate Loan unless, subject to be borrowedand as more particularly described in Article X, LIBOR is unavailable or unlawful. (b) Following Upon receipt of a Request for Credit ExtensionNotice of Borrowing, the Agent shall will promptly notify each Lender thereof. In addition, the Agent will, with reasonable promptness, notify the Borrower Representative and the Lenders of each determination of LIBOR; provided that any failure to do so shall not relieve any Borrower of any liability hereunder or provide the amount of its Applicable Percentage of basis for any claim against the Agent. On the requested Revolving Loans and borrowing date, each Lender with a Term Loan Commitment shall make the amount of its Revolving Loan available to provide the Agent in with immediately available funds at to the Agent’s Office Account not later than 1:00 3:00 p.m. on the Business Day specified in the applicable Revolving Loan NoticeNotice of Borrowing. Upon satisfaction or waiver of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension hereunder, Section )2.1 and 2.2, the Agent shall use reasonable efforts to make all funds so received available to the Borrower Borrowers in like funds by no later than 4:00 p.m. on the day of receipt as received by the Agent either by (i) crediting the account of the Borrowers specified on the signature pages hereto or such other account specified in the Notice of Borrowing or (ii) wire transfer of such funds funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Agent by the BorrowerBorrower Representative. (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 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 . Any amount which is added to the principal balance of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to the Revolving Loans. (d) Each Borrowing of Revolving Loans shall be made by the Lenders pro rata in accordance with their respective Applicable Percentage. The failure of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender. (e) 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 and 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 . 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 Revolving Loans. (a) Each Revolving Borrowing shall be made upon the Lead Borrower’s 's irrevocable notice to the Administrative Agent, which may be given by telephone. Each such notice must be received by the Lead Borrower pursuant to this Section must be delivered to the Administrative Agent in writing not later than 12:00 p.m. 11:00 a.m. (i) two Business Days prior to the requested date of any Revolving Borrowing of Revolving Offshore Rate Loans and (ii) on the requested date of the requested any Revolving LoanBorrowing of Revolving Base Rate Loans. Each telephonic notice by the Borrower pursuant to this clause (a) must be confirmed promptly by delivery to the Administrative Agent of a written Revolving Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Each Revolving Borrowing of Revolving Offshore Rate Loans shall be in a principal amount of $500,000 3,000,000 or a whole multiple of $100,000 1,000,000 in excess thereof. Except as provided in Sections 2.03(c) and 2.04(c), each Revolving Borrowing of Base Rate Loans shall be in a principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Each Revolving Loan Notice (whether telephonic or written) shall specify (i) whether the Borrower is requesting a Revolving Borrowing, a conversion of Revolving Loans from one Type to the other, or a continuation of Revolving Offshore Rate Loans (such conversion or continuation to be made in accordance with Section 2.16), (ii) the requested date of the Revolving Borrowing (which shall be a Business Day) and ), (iiiii) the principal amount of Revolving Loans to be borrowed, (iv) the Type of Revolving Loans to be borrowed and (v) if applicable, the duration of the Interest Period with respect thereto. If the Borrower fails to specify a Type of Loan in a Revolving Loan Notice, then the applicable Revolving Loans shall be made as Revolving Base Rate Loans. If the Borrower requests a Revolving Borrowing of Revolving Offshore Rate Loans in any such Revolving Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) Following receipt of a Request for Credit ExtensionRevolving Loan Notice, the Administrative Agent shall promptly notify each Lender of the amount of its Applicable Percentage Pro Rata Share of the requested applicable Revolving Loans and each Loans. Each Lender shall make the amount of its Revolving Loan available to the Administrative Agent in immediately available funds at the Administrative Agent’s 's Office not later than 1:00 p.m. on the Business Day specified in the applicable Revolving Loan Notice. Upon satisfaction or waiver of the applicable conditions set forth in Section 4.02 (and, if such Borrowing is the initial Credit Extension hereunderExtension, Section 4.01), the Administrative Agent shall use reasonable efforts to make all funds so received available to the Borrower in like funds as received by no later than 4:00 p.m. the Administrative Agent either by (i) crediting the account of the Borrower on the day books of receipt by JPMorgan Chase Bank with the Agent by amount of such funds or (ii) wire transfer of such funds 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 Revolving Loan Notice with respect to such Revolving Borrowing is given by the Borrower, there are Swing Line Loans or L/C Borrowings outstanding, then the proceeds of such Borrowing shall be applied, first, to the payment in full of any such L/C Borrowings, second, to the payment in full of any such Swing Line Loans, and third, to the Borrower as provided above. (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 Administrative Agent shall advise promptly notify the 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 . Any amount which is added to the principal balance Lenders in writing of the Loan Account as provided in this Section shall bear interest at the interest rate applicable to any Interest Period for Revolving Offshore Rate Loans upon determination of such interest rate. The determination of the Offshore Rate by the Administrative Agent shall be conclusive in the absence of manifest error. At any time that Revolving LoansBase Rate Loans are outstanding, the Administrative Agent shall notify the Borrower and the Lenders in writing of any change in JPMorgan Chase Bank's prime rate used in determining the Base Rate promptly following the public announcement of such change. (d) Each Borrowing After giving effect to all Revolving Borrowings, all conversions of Revolving Loans shall be made by from one Type to the Lenders pro rata in accordance with their respective Applicable Percentage. The failure other, and all continuations of any Lender to make any Revolving Loan shall neither relieve any other Lender of its obligation to fund its Revolving Loan in accordance with Loans as the provisions of this Agreement nor increase the obligation of any such other Lender. (e) The Agent and the Lenders shall have no obligation to make any Loan if an Overadvance would result. The Agent maysame Type, in its Permitted Discretion, make Permitted Overadvances without the consent of the Borrowers and 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 . The making of any such Permitted Overadvance on any one occasion there 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 be more than 30 Interest Periods in effect with respect to Unintentional Overadvances regardless of the amount of any such Overadvance(s)Revolving Loans.