Common use of Commitment to Lend Term Loan Clause in Contracts

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, or acquire, a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. (a) Subject to the terms and conditions set forth in this Agreement, as of the Closing Date, each of the Term Loan A Lenders severally agrees to lend have made and/or shall make to the Borrower on Term Loans A in the Closing Date a amount of such Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such A Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan A Commitment. Except for any additional Term Loans A made as a result of any increase in the Total Term Loan A Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans A. In addition, any additional Term Loans A made as a result of any increase in the Total Term Loan A Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan A Lender which elects to increase its, its or acquire, acquire a Term Loan A Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan A to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan A Lender, the amount by which such Lender’s Term Loan A Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan A Lender, the amount of such new Lender’s Term Loan A Commitment, and (b) such Lender’s Term Loan A Commitment Percentage of the maximum amount which, when added to Unencumbered Asset Availability. Each request for a Term Loan A hereunder shall constitute a representation and warranty by the sum of (1) the amount of Borrower that all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth conditions required of the Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in §9.110 and §11 have been satisfied unless it receives prior written notice from a Term Loan A Lender that such conditions have not been satisfied. No Term Loan A Lender shall have any obligation to make Term Loans A to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of (x) the amount equal to its Term Loan A Commitment Percentage of the Term Loan A Commitments and (y) the principal face amount of its Term Loan A Note. The Term Loans A shall be evidenced by separate promissory notes of the Borrower in substantially the form of Exhibit A-2 hereto and completed with appropriate insertions (each, a “Term Loan A Note” and collectively, the “Term Loan A Notes”). One Term Loan A Note shall be payable to the order of each Term Loan A Lender in the principal amount equal to such Term Loan A Lender’s Term Loan A Commitment. The Term Loans A shall be made pro rata in accordance with each Term Loan A Lender’s Term Loan A Commitment Percentage. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan A or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan A or (as the case may be) the receipt of such payment. The outstanding amount of the Term Loans A set forth on Agent’s Record shall be prima facie evidence of the principal amount thereof owing and unpaid to each Term Loan A Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan A Note to make payments of principal of or interest on any Term Loan A Note when due. By delivery of this Agreement and any Term Loan A Note, there shall not be deemed to have occurred, and there has not otherwise occurred, any payment, satisfaction or novation of the Indebtedness evidenced by the Original Credit Agreement or the “Term Loan A Notes” described in the Original Credit Agreement, which Indebtedness is instead allocated among the Term Loan A Lenders as of the date hereof in accordance with their respective Term Loan A Commitment Percentages (it being acknowledged that the Indebtedness evidenced by the “Term Loan A Notes” of the Exiting Lenders, if any, is being allocated among the Term Loan A Lenders), and is evidenced by this Agreement and any Term Loan A Notes, and the Term Loan A Lenders shall as of the date hereof make such adjustments to the outstanding Term Loans A of such Term Loan A Lenders so that such outstanding Term Loans A are consistent with their respective Term Loan A Commitment Percentages.

Commitment to Lend Term Loan. (a) Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower from time to time (but in not more than three (3) draws, including any partial draw on the Closing Date), between the Closing Date a and the date that is six (6) months from the Closing Date (the “Term Loan Forfeit Date”) upon notice by Borrower to the Agent given in accordance with §2.7(a), such sums requested by Borrower for the purposes set forth in §2.9 in the form of Term Loans, up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Term Loan Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesCommitment; provided, provided that, in all events in accordance with §11.2 no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount Outstanding Term Loans (after giving effect to all amounts requested) of ), shall not at any time exceed the Total Term Loan Commitment and the Outstanding Revolving Credit Loans, Outstanding Term Loans (after giving effect to all amounts requested), Outstanding Swing Loans, Swing Outstanding Bid Loans and aggregate Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Commitment. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date made pro rata in accordance with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan CommitmentCommitment Percentage. Except Each request for any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to hereunder shall constitute a representation and warranty by Borrower that all of the conditions required of Xxxxxxxx xxx xxxxx xx §2.11, the Borrower shall not 00 and §11 have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made been satisfied on the applicable Commitment Increase Date date of such request. The Agent may assume that the conditions in §10 and each §11 have been satisfied unless it receives prior written notice from a Term Loan Lender which elects to increase its, or acquire, a Term Loan Commitment pursuant to §2.11 severally and that such conditions have not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1been satisfied. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a such Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit LoansCommitment, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The which Term Loans shall be evidenced by the Term Loan Notes, dated as substantially the form of even date Exhibit B-2 hereto and completed with appropriate insertions. Any Lender may request that Term Loans made by it be evidenced solely by this Agreement (except as otherwise provided in §2.11(c) and §18.3)rather than by a Term Loan Note. One The absence of such a Term Loan Note shall be payable not in any way diminish or impair the rights of such Lender with respect to each its Term Loans. Term Loans with respect to the Term Loan Lender Commitments in effect on the Agreement Effective Date shall be made in two disbursements, the first on the Agreement Effective Date in the principal full amount equal to such thereof less $71,165,829.00 (the “Term Loan Lender’s Holdback”) and the second disbursement in the amount of the Term Loan Commitment. Except Holdback to be made on or about December 1, 2013 for any the purpose of repaying the existing Secured Indebtedness encumbering the Southland Project in connection with the addition of such Project as an additional Term Loans made as a result Collateral Pool Property at such time, provided that all of any increase the conditions set forth in Section 5.2 have been satisfied or affirmatively waived on the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Datedate of such second disbursement. Any additional Term Loans made as a result of any increase in the Total Aggregate Term Loan Commitment Commitments pursuant to §2.11 Section 2.8 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 Section 2.8 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Term Loan Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, Date and (b) with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. No The Borrower irrevocably authorizes each Term Loan Lender shall have any obligation to make Term Loans or cause to be made, at or about the Borrower in a maximum aggregate principal outstanding balance of more than the lesser time of the amount equal to its Borrowing Date of any Term Loan Commitment Percentage or the time of receipt of any payment of principal thereof, an appropriate notation on such Term Loan Lender's Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The Outstanding amount of the Term Loans set forth on such Term Loan Commitments and Lender's Record shall be prima facie evidence of the principal face amount of its thereof owing and unpaid to such Term Lender, but the failure to record, or any error in so recording, any such amount on the Term Loan NoteLender's Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan Note to make payments of principal of or interest on any Term Loan when due.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Term Loan Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Pool Availability minus (B) the sum of (1) the aggregate principal amount of all Outstanding outstanding Revolving Credit Loans, Term Loans and Swing Loans, Loans and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to the order of each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to sum of (X) the Pool Availability minus (Y) the sum of (1) the aggregate principal amount of all Outstanding outstanding Revolving Credit Loans, Term Loans and Swing Loans, Loans and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Liabilities. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of (1) the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and (2) the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan denominated in Euro in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesLiabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a violation of the covenants set forth in §§9.3 and 9.4; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date Date, may be made in Dollars or in any Alternative Currency as requested by Borrower, and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant covenants set forth in §9.1§9.3 and 9.4. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note. By delivery of this Agreement and any Term Loan Note hereunder, there shall not be deemed to have occurred, and there has not otherwise occurred, any payment, satisfaction or novation of the Indebtedness evidenced by the Existing Credit Agreement or the “Term Loan Notes” described in the Existing Credit Agreement, which Indebtedness is instead allocated among the Term Loan Lenders as of the date hereof in accordance with their respective Term Loan Commitment Percentages, and is evidenced by this Agreement and the Term Loan Notes issued hereunder, and the Term Loan Lenders shall as of the date hereof make such adjustments to the outstanding Term Loans of such Term Loan Lenders so that such outstanding Term Loans are consistent with their respective Term Loan Commitment Percentages. Any and all Term Loan Notes issued on the Closing Date in connection with this Agreement to Lenders holding Term Loan Notes issued under the Existing Credit Agreement replace and are in lieu of such Term Loan Notes issued under the Existing Credit Agreement.

Commitment to Lend Term Loan. (a) Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower, and the Borrower may borrow from time to time up to a maximum of four (4) times during the period beginning on the Closing Date a and ending on the date that is hundred eighty (180) days after the Closing Date (the “Term Loan Commitment Period”), upon notice by the Borrower to the Agent given in accordance with §2.7(b), such sums as are requested by the Borrower for the purposes set forth in §2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Unencumbered Pool Availability minus (B) the sum of (1) the amount of all Outstanding outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesLiabilities and (3) the aggregate amount of all other Unsecured Indebtedness; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Term Loans (after giving effect to all amounts requested) of the ), Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities plus the aggregate amount of all other Unsecured Indebtedness shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing DateTerm Loan Commitment Period has expired. Any In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment Commitments pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, Date and (b) with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s . Each request for a Term Loan Commitment Percentage hereunder shall constitute a representation and warranty by the Borrower that all of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation conditions required of the covenant set forth Bxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in §9.110 and §11 have been satisfied unless it receives prior written notice from a Term Loan Lender that such conditions have not been satisfied. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Term Loan Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Unencumbered Pool Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, all Outstanding Term Loans and Swing Loans, and (2) the aggregate amount of all Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to sum of (X) the Unencumbered Pool Availability minus (Y) the sum of (1) the amount of all Outstanding Revolving Credit Loans, all Outstanding Term Loans and Swing Loans, and (2) the aggregate amount of all Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Liabilities. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. (a) Subject to the terms and conditions set forth in this Agreement, as of the Closing Date, each of the Term Loan A Lenders severally agrees to lend have made to the Borrower on Term Loans A in the Closing Date a amount of such Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such A Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan A Commitment. Except for any additional Term Loans A made as a result of any increase in the Total Term Loan A Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans A. In addition, any additional Term Loans A made as a result of any increase in the Total Term Loan A Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan A Lender which elects to increase its, its or acquire, acquire a Term Loan A Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan A to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan A Lender, the amount by which such Lender’s Term Loan A Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan A Lender, the amount of such new Lender’s Term Loan A Commitment, and (b) such Lender’s Term Loan A Commitment Percentage of the maximum amount whichUnencumbered Asset Availability. The Term Loans A shall be evidenced by separate promissory notes of the Borrower in substantially the form of Exhibit A-2 hereto and completed with appropriate insertions (each, when added a “Term Loan A Note” and collectively, the “Term Loan A Notes”). One Term Loan A Note shall be payable to the sum order of each Term Loan A Lender in the principal amount equal to such Term Loan A Lender’s Term Loan A Commitment. The Term Loans A shall be made pro rata in accordance with each Term Loan A Lender’s Term Loan A Commitment Percentage. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan A or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan A or (1as the case may be) the receipt of such payment. The outstanding amount of all Outstanding Revolving Credit Loans, the Term Loans A set forth on Agent’s Record shall be prima facie evidence of the principal amount thereof owing and Swing Loansunpaid to each Term Loan A Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan A Note to make payments of principal of or interest on any Term Loan A Note when due. By delivery of this Agreement and any Term Loan A Note, there shall not be deemed to have occurred, and (2) the aggregate amount of Letter of Credit Liabilities would there has not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment otherwise occurred, any payment, satisfaction or (ii) cause a violation novation of the covenant Indebtedness evidenced by the Original Credit Agreement or the “Term Loan Notes” described in the Original Credit Agreement, which Indebtedness is instead allocated among the Term Loan A Lenders as of the date hereof in accordance with their respective Term Loan A Commitment Percentages, and is evidenced by this Agreement and any Term Loan A Notes, and the Term Loan A Lenders shall as of the date hereof make such adjustments to the outstanding Term Loans A of such Term Loan A Lenders so that such outstanding Term Loans A are consistent with their respective Term Loan A Commitment Percentages. (b) Subject to the terms and conditions set forth in §9.1. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a maximum aggregate principal outstanding balance of more than the lesser this Agreement, (X) as of the amount equal to its Term Loan Commitment Percentage Closing Date, each of the Term Loan Commitments B Lenders have made and/or shall make to the Borrower Term Loans B (pro rata in accordance with their respective Term Loan B Commitment Percentages) in the aggregate principal amount of $50,000,000.00, and (Y) each of the Term Loan B Lenders severally agrees to lend to the Borrower, and the principal face amount Borrower may borrow from time to time up to a maximum of its two (2) times during the period beginning on the Closing Date and ending on the date that is one hundred eighty (180) days after the Closing Date (the “Term Loan Note.B

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Term Loan Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Unencumbered Asset Availability. The Term Loans shall be evidenced by separate promissory notes of the Term Loan NotesBorrower in substantially the form of Exhibit A-2 hereto, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3) and completed with appropriate insertions (each, a “Term Loan Note” and collectively, the “Term Loan Notes”). One Term Loan Note shall be payable to the order of each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Unencumbered Asset Availability. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of (x) the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and (y) the principal face amount of its Term Loan Note. By delivery of this Agreement and any Term Loan Note, there shall not be deemed to have occurred, and there has not otherwise occurred, any payment, satisfaction or novation of the Indebtedness evidenced by the Original Credit Agreement or the “Term Loan Notes” described in the Original Credit Agreement, which Indebtedness is instead allocated among the Term Loan Lenders as of the date hereof in accordance with their respective Term Loan Commitment Percentages, and is evidenced by this Agreement and any Term Loan Notes, and the Term Loan Lenders shall as of the date hereof make such adjustments to the outstanding Term Loans of such Term Loan Lenders so that such outstanding Term Loans are consistent with their respective Term Loan Commitment Percentages.

Commitment to Lend Term Loan. Subject In the event of the initial increase of the Total Term Loan Commitment pursuant to §2.11 (the “Initial Term Increase”), subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower, and the Borrower may borrow on the Closing applicable Commitment Increase Date (the “Initial Term Increase Date”) upon notice by the Borrower to the Agent given in accordance with §2.7, a Term Loan denominated in an Agreed Currency for the purposes set forth in §2.9 in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesLiabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a violation of the covenants set forth in §§9.3 and 9.4; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement the applicable Commitment Increase Date (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any subsequent increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any after Initial Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment Increase Date pursuant to §2.11 shall be made on the applicable Commitment Increase Date Date, may be made in any Agreed Currency as requested by Borrower, and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant covenants set forth in §9.1§9.3 and 9.4. Each Term Loan shall be made of the same Currency and Type and made by the Term Loan Lenders pro rata in accordance with each Term Loan Lender’s Term Loan Commitment Percentage. Each request for a Term Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Borrower set forth in §11 have been satisfied on the date of such request. The Agent may assume that the conditions in §11 have been satisfied unless it receives prior written notice from a Term Loan Lender that such conditions have not been satisfied. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan or the receipt of such payment, as the case may be. The Outstanding Term Loans set forth on Agent’s Record shall be prima facie evidence of the principal amount thereof owing and unpaid to each Term Loan Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan Note to make payments of principal of or interest on any Term Loan Note when due.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for any additional Any Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment Commitments pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Term Loan Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, Date and (b) with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The outstanding amount of the Term Loans set forth on Agent’s Record shall be prima facie evidence of the principal amount thereof owing and unpaid to each Term Loan Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan Note to make payments of principal of or interest on any Term Loan Note when due. The Term Loans shall be evidenced by separate promissory notes of the Borrower in substantially the form of Exhibit C hereto, dated of even date with this Agreement (bexcept as otherwise provided in §2.11 or §18.3) and completed with appropriate insertions. One Term Loan Note shall be payable to the order of each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan NoteCommitment.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Term Loan Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Unencumbered Asset Availability minus (B) the sum of (1) the aggregate principal amount of all Outstanding Revolving Credit Loans, Term outstanding Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by separate promissory notes of the Term Loan NotesBorrower in substantially the form of Exhibit A-2 hereto, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3) and completed with appropriate insertions (each, a “Term Loan Note” and collectively, the “Term Loan Notes”). One Term Loan Note shall be payable to the order of each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to sum of (X) the Unencumbered Asset Availability minus (Y) the sum of (1) the aggregate principal amount of all Outstanding Revolving Credit Loans, Term outstanding Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1Liabilities. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of (x) the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and (y) the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in this Agreement, each of the Term Loan Lenders Lender severally agrees to lend to the Borrower agrees, on the Closing Date terms and conditions hereinafter set forth, to make one advance for the purposes set forth in §2.9, in an amount (i) of an integral multiple of $5,000,000, and (ii) up to a Term Loan in the maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage Commitment. Notwithstanding anything herein to the contrary, any amount of the sum of (A) Commitment that is not drawn by Borrower and advanced by the Borrowing Base Availability minus (B) Lenders on or before November 16, 2020 will not be available to be drawn by the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing LoansBorrower thereafter, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) any undrawn portion of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities Commitment shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Dateterminate. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment Commitments pursuant to §2.11 shall be made on the applicable Commitment Increase Date and each Term Loan Lender which elects to increase its, its Commitment or acquire, acquire a Term Loan Commitment pursuant to §2.11 2.11, severally and not jointly jointly, agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, Date and (b) with respect to any new Term Loan Lender, the amount of such new Lender’s Commitment. Each request for a Term Loan Commitment, hereunder shall constitute a representation and (b) such Lender’s Term Loan Commitment Percentage warranty by the Borrower that all of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation conditions required of the covenant Borrower set forth in §9.1§10 and 11 have been satisfied on the date of such request. No Term Loan The Agent may assume that the conditions in §§10 and 11 have been satisfied unless it receives prior written notice from a Lender shall that such conditions have any obligation to make not been satisfied. The Term Loans to shall be evidenced by separate promissory notes of the Borrower in a maximum aggregate substantially the form of Exhibit A hereto, dated of even date with this Agreement (except as otherwise provided in §2.11 or §18.3) and completed with appropriate insertions. One Term Loan Note shall be payable to the order of each Lender in the principal outstanding balance of more than the lesser of the amount equal to its such Lender’s Commitment or, if less, the outstanding amount of all Term Loans made by such Lender, plus interest accrued thereon, as set forth below. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan Commitment Percentage or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The outstanding amount of the Term Loan Commitments and Loans set forth on Agent’s Record shall be prima facie evidence of the principal face amount thereof owing and unpaid to each Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of its the Borrower hereunder or under any Term Loan NoteNote to make payments of principal of or interest on any Term Loan Note when due.

Commitment to Lend Term Loan. Subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower on the Closing Date a Term Loan denominated in Euro in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesLiabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a violation of the covenants set forth in §§9.3 and 9.4; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment pursuant to §2.11 shall be made on the applicable Commitment Increase Date Date, may be made in Dollars or in any Alternative Currency as requested by Borrower, and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant covenants set forth in §9.1§9.3 and 9.4. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note.

Commitment to Lend Term Loan. Subject In the event of the initial increase of the Total Term Loan Commitment pursuant to §2.11 (the “Initial Term Increase”), subject to the terms and conditions set forth in of this Agreement, each of the Term Loan Lenders severally agrees to lend to the Borrower, and the Borrower may borrow on the Closing applicable Commitment Increase Date (the “Initial Term Increase Date”) upon notice by the Borrower to the Agent given in accordance with §2.7, a Term Loan denominated in an Agreed Currency for the purposes set forth in §2.9 in the maximum principal amount (after giving effect to all amounts requested) equal to the lesser of (i) such Lender’s Term Loan Commitment and (ii) such Lender’s Term Loan Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit LiabilitiesLiabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a violation of the covenants set forth in §§9.3 and 9.4; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount (after giving effect to all amounts requested) of the Revolving Credit Loans, Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Term Loans shall be evidenced by the Term Loan Notes, dated as of even date with this Agreement the applicable Commitment Increase Date (except as otherwise provided in §2.11(c) and §18.3). One Term Loan Note shall be payable to each Term Loan Lender in the principal amount equal to such Term Loan Lender’s Term Loan Commitment. Except for In addition, any additional Term Loans made as a result of any subsequent increase in the Total Term Loan Commitment pursuant to §2.11, the Borrower shall not have the right to draw down any after Initial Term Loans after the Closing Date. Any additional Term Loans made as a result of any increase in the Total Term Loan Commitment Increase Date pursuant to §2.11 shall be made on the applicable Commitment Increase Date Date, may be made in any Agreed Currency as requested by Borrower, and each Term Loan Lender which elects to increase its, its or acquire, acquire a Term Loan Commitment pursuant to §2.11 severally and not jointly agrees to make a Term Loan to the Borrower on such Commitment Increase Date in an amount equal to the lesser of (a) with respect to any existing Term Loan Lender, the amount by which such Lender’s Term Loan Commitment increases on the applicable Commitment Increase Date, and with respect to any new Term Loan Lender, the amount of such new Lender’s Term Loan Commitment, and (b) such Lender’s Term Loan Commitment Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities and (3) the aggregate amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not (i) exceed the lesser of (A) the Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant covenants set forth in §9.1§9.3 and 9.4. Each Term Loan shall be made of the same Currency and Type and made by the Term Loan Lenders pro rata in accordance with each Term Loan Lender’s Term Loan Commitment Percentage. Each request for a Term Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Bxxxxxxx xxx xxxxx xx §00 have been satisfied on the date of such request. The Agent may assume that the conditions in §11 have been satisfied unless it receives prior written notice from a Term Loan Lender that such conditions have not been satisfied. No Term Loan Lender shall have any obligation to make Term Loans to the Borrower in a the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Term Loan Commitment Percentage of the Term Loan Commitments and the principal face amount of its Term Loan Note. The Borrower irrevocably authorizes Agent to make or cause to be made, at or about the time of the Drawdown Date of any Term Loan or the time of receipt of any payment of principal thereof, an appropriate notation on Agent’s Record reflecting the making of such Term Loan or the receipt of such payment, as the case may be. The Outstanding Term Loans set forth on Agent’s Record shall be prima facie evidence of the principal amount thereof owing and unpaid to each Term Loan Lender, but the failure to record, or any error in so recording, any such amount on Agent’s Record shall not limit or otherwise affect the obligations of the Borrower hereunder or under any Term Loan Note to make payments of principal of or interest on any Term Loan Note when due.