Common use of Commitment Clause in Contracts

Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Loans available to the Borrower such Lender’s Commitment Percentage of the revolving credit loans requested by the Borrower in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in from the amount of Closing Date until the Maturity Date, or such Lender’s Commitment Percentage of such Loans earlier date as the Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) with regard to the Lenders collectivelyeach Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) such Lender’s share of outstanding Revolving Loans plus outstanding and Swingline Loans plus and LOC Obligations plus outstanding Competitive Loans shall not exceed such Lender’s Commitment Percentage of the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Foreign Currency outstanding Revolving Loans, Swingline Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of and LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency SublimitRevolving Committed Amount. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Eurodollar Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no more than ten (A10) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Eurodollar Loans shall be made by each Lender outstanding hereunder at its Domestic Lending Officeany time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new single Eurodollar Loan with a single Interest Period.

Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Alternate Base Rate Loans or Eurocurrency LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency LIBOR Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Alternate Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency LIBOR Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency LIBOR Lending Office. Eurocurrency LIBOR Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency LIBOR Lending Office. Alternate Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Multicurrency Facilities Lender severally agrees to make Loans Domestic Advances in Dollars and Foreign Currencies or an Alternative Currency (as specified in the “Revolving Loans”respective Borrowing Notice) to the Multicurrency Facilities Borrower requesting such Advance, as the case may be, as specified in the Borrowing Notice, from time to time in from the amount Closing Date until the Revolving Credit Termination Date, on a pro rata basis as to the total borrowing requested by such Multicurrency Facilities Borrower on any day determined by its Applicable Commitment Percentage, up to but not exceeding a Dollar Value equal to the Domestic Revolving Credit Commitment of such Multicurrency Facilities Lender’s Commitment Percentage of such Loans for , provided, however, that the purposes hereinafter set forth; provided that Multicurrency Facilities Lenders will not be required and shall have no obligation to make any Domestic Advance (i) with regard so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent has accelerated the maturity of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to the Lenders collectivelyeach Domestic Advance, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Total Domestic Utilization shall not exceed the Aggregate Total Domestic Revolving Committed Amount, and (ii) with regard to each Lender individuallyCredit Commitment. Within such limits, the sum of Multicurrency Facilities Borrowers may borrow, repay and reborrow hereunder, on a Business Day, from the aggregate principal Dollar Amount Closing Date until, but (determined as of the most recent Revaluation Dateto borrowings and reborrowings) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectivelyincluding, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Revolving Credit Termination Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that (Ax) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency no Fixed Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made by which has an Interest Period that extends beyond the Revolving Credit Termination Date and (y) each Lender Fixed Rate Loan may, subject to the provisions of Section 2.09, be repaid only on the last day of the Interest Period with respect thereto. The Multicurrency Facilities Borrowers agree that if at its U.S. Eurocurrency Lending Office. Eurocurrency Rate any time the Total Domestic Utilization shall exceed the Total Domestic Revolving Credit Commitment, the Multicurrency Facilities Borrowers shall immediately reduce the outstanding Domestic Revolving Loans denominated in such that, as a Foreign Currency result of such reduction, the Total Domestic Revolving Credit Facility shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its equal or exceed the Total Domestic Lending OfficeUtilization.

Commitment. During From and including the Commitment Perioddate of this Agreement and prior to the Facility Termination Date, each Lender severally agrees, subject to the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in prior to the amount Facility Termination Date, provided that the making of any such Loan will not cause the total of the outstanding principal balance of all Loans (including Swing Line Loans and Competitive Bid Loans) and the Facility Letter of Credit Obligations to exceed the Aggregate Commitment. Except for Swing Line Loans and Competitive Bid Loans each Lender shall fund its Percentage of each Advance and no Lender will be required to fund any amount, which when aggregated with such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that of: (i) with regard to the Lenders collectivelyall other Advances (other than Competitive Bid Loans) then outstanding, the sum (ii) Facility Letter of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed AmountCredit Obligations, and (iiiii) with regard to each Lender individuallyall Swing Line Loans, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not would exceed such Lender’s Revolving Committed Amount and (iii) with regard Commitment. Subject to the Lenders collectivelyterms of this Agreement, the aggregate principal Dollar Amount (determined as Borrower may borrow, repay and reborrow at any time prior to the Facility Termination Date. The Commitments of each Lender to lend hereunder shall expire on the Facility Termination Date. The Aggregate Commitment may be increased from time to time by the addition of a new Lender or the increase of the most recent Revaluation Date) Commitment of Foreign Currency Loans plus an existing Lender with the aggregate Dollar Amount (determined consent of only the Borrower, the Administrative Agent, and the new or existing Lender providing such additional Commitment so long as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall Aggregate Commitment does not exceed $700,000,000 less any voluntary reductions pursuant to Section 2.7. Such increases shall be evidenced by the Foreign Currency Sublimitexecution and delivery of an Amendment Regarding Increase in the form of Exhibit J attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Revolving On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their Percentage of all ratable Advances outstanding at the close of business on such day, by either funding more than its or their Percentage of new ratable Advances made on such date or purchasing shares of outstanding ratable Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, held by the other Lenders or a combination thereof, as the . The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Advances to achieve such result. Borrower may request, and may be repaid and reborrowed in accordance agrees to pay all fees associated with the provisions hereof; provided, however, (A) Loans denominated increase in the Aggregate Commitment including any amounts due under Section 4.4 in connection with any reallocation of LIBOR Advances. In no event will such new or existing Lenders providing the increase be required to fund or purchase a Foreign Currency shall consist solely portion of Eurocurrency Rate Loans and (B) Loans made any Competitive Bid Loan or Swingline Loan to comply with this Section on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agentsuch date. Eurocurrency Rate Loans denominated in Dollars No Lender shall be made by each Lender at required to increase its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated Commitment in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officeconnection with the increase in the Aggregate Commitment herein described.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each US Facility Lender severally agrees to make Loans make, on behalf of all the Lenders, US Facility Advances in US Dollars and Foreign Currencies (the “Revolving Loans”) to the US Facility Borrower from time to time in from the amount Closing Date until the US Facility Revolving Credit Termination Date, on a pro rata basis as to the total borrowing requested by the US Facility Borrower on any day determined by such US Facility Lender's Applicable Fronting Percentage for the US Facility, up to but not exceeding the US Facility Fronting Commitment of such US Facility Lender’s , and each Lender shall have a Participation in each such US Facility Advance pursuant to Section 2.14 equal in amount to its Applicable Commitment Percentage of times such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereofUS Facility Advance; provided, however, that the US Facility Lenders will not be required and shall have no obligation to make any US Facility Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Lenders have accelerated the maturity of the Obligations as a result of an Event of Default; provided further, however, that immediately after giving effect to each such US Facility Advance, (x) the US Facility Outstandings shall not exceed the Total US Facility Commitment and (y) the US Facility Revolving Credit Outstandings shall not exceed the Total US Facility Revolving Credit Commitment. Within such limits, the US Facility Borrower may borrow, repay and reborrow US Facility Loans hereunder, on a Business Day, from the Closing Date until, but (as to borrowings and reborrowings) not including, the US Facility Revolving Credit Termination Date; provided, however, that (A) Loans denominated in a Foreign Currency no Eurodollar Rate Loan shall consist solely of Eurocurrency Rate Loans be made which has an Interest Period that extends beyond the US Facility Revolving Credit Termination Date and (B) Loans made each Eurodollar Rate Loan may be repaid only on the Closing Date or on any last day of the three Business Days following Interest Period with respect thereto, unless such prepayment is accompanied by the Closing Date may only consist additional payment, if any, due under Section 6.05. The US Facility Borrower agrees that if at any time the US Facility Outstandings shall exceed the Total US Facility Commitment or the US Facility Revolving Credit Outstandings shall exceed the Total US Facility Revolving Credit Commitment, the US Facility Borrower shall immediately repay a principal amount of Base Rate the outstanding US Facility Loans unless such that, as a result of such reduction, the Borrower executes a funding indemnity letter in form Total US Facility Commitment shall equal or exceed the US Facility Outstandings and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Total US Facility Revolving Credit Commitment shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officeequal or exceed the US Facility Revolving Credit Outstandings.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) Advances to the Borrower under the Revolving Credit Facility from time to time in from the Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the Borrower on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any such Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent has accelerated the maturity of any of the Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each such Advance, (x) the amount of such Lender’s Commitment Percentage Revolving Credit Outstandings plus Letter of such Loans for Credit Outstandings plus Swing Line Outstandings shall not exceed the purposes hereinafter set forth; provided that Total Revolving Credit Commitment, (iy) with regard to the Lenders collectively, the sum amount of Working Capital Outstandings plus Letter of Credit Outstandings plus the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Swing Line Loans outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive constituting Working Capital Loans shall not exceed the Aggregate Revolving Committed AmountAsset Ceiling, and (iiz) with regard to each Lender individually, the sum amount of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations Swing Line Outstandings shall not exceed $15,000,000. Within such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectivelylimits, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may requestborrow, repay and may be repaid reborrow under the Revolving Credit Facility on a Business Day from the Closing Date until, but (as to borrowings and reborrowed in accordance with reborrowings) not including, the provisions hereofRevolving Credit Termination Date; provided, however, that (Ay) Loans denominated in no Revolving Loan that is a Foreign Currency shall consist solely of Eurocurrency Eurodollar Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made which has an Interest Period that extends beyond the Stated Termination Date and (z) each Revolving Loan that is a Eurodollar Rate Loan may, subject to the provisions of Section 2.7, be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made the additional payment, if any, required by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 5.5.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and war- ranties set forth in this Agreement, each the Mortgage Lender severally agrees to make Mortgage Loans in Dollars and Foreign Currencies (the “Revolving Loans”) with respect to the Borrower Eligible Projects identified in Exhibit A hereto from time to time in during the amount of such Lender’s Commitment Percentage of such Loans for period from the purposes hereinafter set forth; provided that (i) with regard date hereof up to and including the Lenders collectively, the sum last day of the aggregate principal Dollar Amount Origination Period (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard including any extensions thereto pursuant to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectivelySection 2.7), the aggregate principal Dollar amount of which shall not be less than the Commitment Amount (determined as for each Eligible Project; provided, however, that the aggregate principal amount of the most recent Revaluation Date) of Foreign Currency Mortgage Loans plus originated by the aggregate Dollar Amount (determined as of Mortgage Lender with respect to the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Eligible Projects that are subject to this Agreement shall not exceed SIXTY MILLION DOLLARS ($60,000,000) (the Foreign Currency Sublimit"Maximum Commitment Amount"); provided further, that the Mortgage Lender shall not originate Mortgage Loans in an aggregate principal amount exceeding the amounts set forth in Exhibit C hereto sooner that the dates indicated in such Exhibit C and shall not originate Mortgage Loans in any Subsidy Rate Category in an amount greater than that contemplated by the Procedural Guide. Revolving Each Mortgage Loan made by the Mortgage Lender under this Agreement shall reduce the amount of the Maximum Commitment Amount by the original principal amount of such Mortgage Loan. The Mortgage Loans may consist of Base Rate Loans or Eurocurrency Rate Loansare to be made by the Mortgage Lender with respect to each Eligible Project pursuant to this Agreement, or a combination thereof, after approval by the Agency as the Borrower may requesthereinafter required, and may shall be repaid and reborrowed in all respects in accordance with the provisions hereofof the Act 124 Program and the Procedural Guide. No Mortgage Loan shall be entitled to Act 124 Subsidy under the Act 124 Program unless the applicable Mortgage File has been submitted to the Agency for its review and the Mortgage Loan has been approved by the Agency pursuant to Sections 4.12 and 4.13 of the Procedural Guide. The Commitment Amount for each Eligible Project set forth in Exhibit A is equal to the aggregate original principal balances of the Mortgage Loans encumbering Eligible Residences in the Eligible Project that are required to be delivered under the Act 124 Program by the Developer under its Developer Commitment Letter. During the Origination Period the Agency may substitute any of the Eligible Projects identified in Exhibit A hereto with other Eligible Projects, if the Agency determines that the Eligible Project being substituted will not be able to comply with its commitment to deliver Eligible Residences under the Program within the applicable Commitment Period; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans that the aggregate Commitment Amount for the Eligible Projects subject to this Agreement may never exceed the Maximum Commitment Amount and (B) Loans made on that the Closing Date or on any Delivery Period for each Eligible Project may not extend beyond the end of the three Business Days following Origination Period (as may be extended by the Closing Date may only consist Agency pursuant to Section 2.7 of Base Rate Loans unless this Agreement). After any such substitution, the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Mortgage Lender shall be made obligated to make Mortgage Loans for the Eligible Residences within the Delivery Period with respect to any new Eligible Project designated by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officethe Agency pursuant to this Section.

Commitment. During Subject to the Commitment terms and conditions set forth herein, the Swingline Lender agrees to make Swingline Loans to the Parent Borrower, the Dutch Parent Borrower and the Vion Subsidiary Borrowers in dollars and Euro and to the Canadian Borrower in Canadian Dollars, in each case, from time to time during the Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not result in (i) the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding $50,000,000, (ii) the Dollar Equivalent of the sum of the total Revolving Exposures exceeding the total Revolving Commitments, (iii) the USD Only Revolving Exposures exceeding the USD Only Revolving Commitment, (iv) the USD/Multicurrency Revolving Exposures exceeding the USD/Multicurrency Revolving Commitment and (v) the Dollar Equivalent of the aggregate Multicurrency Revolving Exposure exceeding the Multicurrency Revolving Sublimit; provided that the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan; provided further that notwithstanding anything herein to the contrary, solely for the purpose of consummating the Vion Acquisition, the Parent Borrower and/or the Dutch Parent Borrower (x) may borrow Swingline Loans (which will be Certain Funds Loans) on the Vion Acquisition Closing Date in Dollars or Euro in an amount the Dollar Equivalent of which does not exceed $200,000,000 and (y) to the extent such right is exercised and such Swingline Loans and any interest thereon have not been repaid within two Business Days, the applicable Borrower shall submit to the Administrative Agent a notice of borrowing for Revolving Loans denominated in the same currency and amount as such Swingline Loans were made on the Vion Acquisition Closing Date, which such notice or notices shall not be revocable unless such Swingline Loans are repaid prior to the making of such Revolving Loans. Within the foregoing limits and subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectivelyforth herein, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the relevant Borrower may requestborrow, prepay and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officereborrow Swingline Loans.

Commitment. During the Commitment Period, subject (a) Subject to and upon the terms and conditions hereofherein set forth, each Revolving Lender severally severally, but not jointly, agrees to make a Loan or Loans denominated in US Dollars and Foreign Currencies (the “Revolving Loans”) or any Alternative Revolver Currency to the Borrower from its Lending Office (each, a “Revolving Facility Loan” and, collectively, the “Revolving Facility Loans”) in an aggregate principal amount not to exceed at any time to time in outstanding the amount of such Lender’s Commitment Percentage Revolving Facility Commitment, provided that such Revolving Facility Loans (A) shall be made at any time and from time to time on and after the Closing Date and prior to the Revolving Facility Maturity Date, (B) may, at the option of such the Borrower, be incurred and maintained as ABR Loans, SOFR Loans, Canadian Prime Rate Loans, CDOR Loans, Euribor Loans for the purposes hereinafter set forthor SXXXX Loans, and ABR Loans may be converted into SOFR Loans and vice versa, and Canadian Prime Rate Loans may be converted into CDOR Rate Loans, and vice versa; provided that (i) with regard all Revolving Facility Loans made by each of the Revolving Lenders pursuant to the Lenders collectivelysame Borrowing shall, the sum unless otherwise specifically provided herein, consist entirely of Revolving Facility Loans of the aggregate principal Dollar Amount same Type, (determined as of the most recent Revaluation DateC) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid or prepaid in accordance with the provisions hereof (without premium or penalty other than as set forth in Section 11.5(1)) and reborrowed in accordance with the provisions hereof; provided, however, (AD) shall not, for any Revolving Lender at any time, after giving effect thereto and to the application of the proceeds thereof, result in such Revolving Lender’s share of the Principal Outstanding at such time exceeding such Revolving Lender’s Revolving Facility Commitment at such time and (E) shall not, after giving effect thereto and to the application of the proceeds thereof, result at any time in the aggregate amount of the Principal Outstanding under the Revolving Facility at such time exceeding the Total Revolving Facility Commitments then in effect. (b) Subject to and upon the terms and conditions herein set forth, each Initial Term Lender severally, but not jointly, agrees to make a Loan or Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and US Dollars (Beach, an “Initial Term Loan” and, collectively, the “Initial Term Loans”) Loans made to the Borrower on the Closing Date or on Date, which Initial Term Loans shall not exceed for any such Lender the Initial Term Commitment of such Lender. Such Initial Term Loans (i) may at the option of the three Business Days following the Closing Date may only consist of Base Rate Borrower, be incurred and maintained as, and/or converted into, ABR Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate or SOFR Loans; provided that all Initial Term Loans denominated in Dollars shall be made by each of the Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Term Loans of the same Type, (ii) may be repaid or prepaid in accordance with the provisions hereof (without premium or penalty other than as set forth in Section 11.5(1) or 2.4(5)), but once repaid or prepaid, may not be reborrowed, (iii) shall not exceed for any such Lender at its U.S. Eurocurrency Lending Officethe Initial Term Commitment of such Lender, and (iv) shall not exceed in the aggregate the Total Initial Term Commitments. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate On the Initial Term Maturity Date, all then unpaid Initial Term Loans shall be made by repaid in full in US Dollars. Each applicable Lender shall make available to the Borrower through its applicable Lending Office its Rateable Portion of all Accommodations under each Lender at its Domestic Lending OfficeCredit Facility (as applicable) in accordance with this Agreement.

Commitment. During the Commitment Period, subject i. Subject to the terms and conditions hereof, each the Swing Line Lender severally agrees to make Loans in Dollars and Foreign Currencies (a portion of the “Revolving Loans”) credit otherwise available to the Borrower under the Revolving Loan Commitments from time to time in during the amount period from the date of such Lender’s Commitment Percentage of such Loans for this Agreement until the purposes hereinafter set forthRevolving Loan Maturity Date by making swing line loans ("Swing Line Loans") to the Borrower; provided that (i1) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Swing Line Loans outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans at any time shall not exceed the Aggregate Swing Line Commitment then in effect (notwithstanding that the Swing Line Loans outstanding at any time, when aggregated with the Swing Line Lender's other outstanding Revolving Committed AmountLoan Advances, may exceed the Swing Line Commitment then in effect); (2) the Borrower shall not request, and the Swing Line Lender shall not make, any Swing Line Loan if, after giving effect to the making of such Swing Line Loan, the aggregate amount of the Available Revolving Loan Commitments would be less than zero, and (ii3) with regard to each the Swing Line Lender individually, shall not make any Swing Line Loan if it has received unrevoked notice from the sum of Majority Banks stating that a Default has occurred and the aggregate principal Dollar Amount Swing Line Lender should not make future Swing Line Loans (determined as of and if the most recent Revaluation Date) Swing Line Lender makes any loan in contravention of such Lender’s Commitment Percentage of outstanding Revolving Loans plus notice, such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations loan shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to be a "Swing Line Loan" for purposes of this Agreement). Within the Lenders collectivelylimits expressed in this Agreement, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may requestuse the Swing Line Commitment by borrowing, repaying and may be repaid and reborrowed reborrowing, all in accordance with the provisions terms and conditions hereof; provided, however, (A) Loans denominated in . Each Swing Line Loan shall be a Foreign Currency shall consist solely Prime Rate Borrowing. The indebtedness of Eurocurrency Rate Loans and (B) the Borrower to the Swing Line Lender resulting from the Swing Line Loans made by the Swing Line Lender shall be evidenced by the Swing Line Note made by the Borrower. ii. The Borrower shall repay the principal of and accrued interest on each Swing Line Loan ten Business Days after the making of such Swing Line Loan, and the Borrower shall repay all principal of and accrued interest on the Closing Date or outstanding Swing Line Loans on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeRevolving Loan Maturity Date.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Revolving Credit Lender severally agrees to make Loans Offshore Facility Advances in Dollars the Applicable Currency (as specified in a Borrowing Notice) and Foreign Currencies (the “Revolving Loans”) in an Applicable Country to the any Offshore Facility Borrower requesting such Offshore Facility Advance in its Applicable Country from time to time from the Closing Date until the day immediately preceding the Facility Termination Date on a pro rata basis as to the total borrowing requested by such Offshore Facility Borrower on any day as determined by such Revolving Credit Lender's Applicable Commitment Percentage, in an aggregate principal amount up to but not exceeding the amount Commitment of such Revolving Credit Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that no Revolving Credit Lender will be required and shall have no obligation to make any Offshore Facility Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Lenders have accelerated the maturity of the Obligations as a result of an Event of Default; provided further, however, that immediately after giving effect to each such Offshore Facility Advance, (A) Loans denominated in a Foreign Currency the Offshore Facility Outstandings shall consist solely of Eurocurrency Rate Loans not exceed the Offshore Facility Commitment and (B) Total Outstandings shall not exceed the Total Commitment. Within such limits, the Offshore Facility Borrowers may borrow, repay and reborrow Offshore Facility Loans made hereunder on any Business Day from the Closing Date or on any of until, but (as to borrowings and reborrowings) not including, the three Business Days following the Closing Date may only consist of Base Facility Termination Date; and provided, however, that (1) no Offshore Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made which has an Interest Period that extends beyond the Stated Maturity Date and (2) each Offshore Rate Loan may be repaid only on the last day of the Interest Period with respect thereto, unless such payment is accompanied by each Lender the additional payment, if any, due under Section 5.05 hereof. The Offshore Facility Borrowers agree that if at any time the Offshore Facility Outstandings shall exceed the Offshore Facility Commitment or the Total Outstandings shall exceed the Total Commitment, one or more of the Offshore Facility Borrowers shall immediately repay a principal amount of its U.S. Eurocurrency Lending Office. Eurocurrency Rate outstanding Offshore Facility Loans denominated in such that, as a Foreign Currency result of such reduction, the Offshore Facility Commitment shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans equal or exceed the Offshore Facility Outstandings and the Total Commitment shall be made by each Lender at its Domestic Lending Officeequal or exceed Total Outstandings.

Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Alternate Base Rate Loans or Eurocurrency LIBOREurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency LIBOREurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Alternate Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency LIBOREurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency LIBOREurocurrency Lending Office. Eurocurrency LIBOREurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency LIBOREurocurrency Lending Office. Alternate Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During Licensee shall license from Licensor hereunder the Commitment Periodfollowing number of VOD Included Programs during each VOD Avail Year of the VOD Avail Term: (a) all VOD Current Features with a VOD Availability Date during such VOD Avail Year which are available from Licensor in Standard Definition, (b) at least ten (10) VOD Current Features, to be selected by Licensor, with a VOD Availability Date during such VOD Avail Year in High Definition (subject to availability from Licensor), and (b) at least one hundred (100) VOD Library Features in Standard Definition (with at least fifty (50) of these VOD Library Features to be licensed by Licensee for exhibition in High Definition, subject to Licensor availability). Licensor shall provide Licensee with periodic availability lists setting forth the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies VOD Current Features available for licensing hereunder. At least sixty (the “Revolving Loans”60) days prior to the Borrower beginning of each VOD Avail Year (or promptly after the signature of this Agreement for VOD Avail Year 1), Licensor shall provide Licensee with a list of VOD Library Features available for licensing in such VOD Avail Year, from time which Licensee shall select a minimum of one hundred (100) VOD Library Features. If Licensee does not select the VOD Library Features to time in be licensed hereunder within 30 days of receipt of the amount of such Lender’s Commitment Percentage of such Loans related availability list for the purposes hereinafter set forthapplicable VOD Avail Year, Licensor will have the right to select such films to be licensed for the relevant VOD Avail Year. Availability Date. The VOD Availability Date for each VOD Included Program shall be as determined by Licensor in its sole discretion; provided that the VOD Availability Date for each VOD Current Feature shall be no later than the date which is forty-five (i45) with regard days after the LVR of such VOD Included Program. [Note to GVT: we are working towards D&D but we are not there yet. Nevertheless we have proposed a higher share for GVT in case we put titles on the Lenders collectivelyplatform later than 14 days after LVR] License Period. The VOD License Period for each VOD Included Program shall commence on its VOD Availability Date and shall expire on the date established by Licensor in its sole discretion, provided, that the sum of the aggregate principal Dollar Amount VOD License Period (determined as of the most recent Revaluation a) for each VOD Current Feature shall end no earlier than sixty (60) days after its VOD Availability Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and [Note to GVT: 90 days is our standard as well but we need to shorten windows in some instances because of subsequent windows. We experience the highest take-up by customers in months 1 and 2 though] (iib) for each VOD Library Feature, shall end no earlier than 12 months after its VOD Availability Date; provided that, Licensor shall have the right to replace any VOD Library Feature with regard to each Lender individually, another VOD Library Feature (which shall complete the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Dateremaining VOD License Period) after six months of such Lenderoriginal VOD Library Feature’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeVOD License Period.

Commitment. During Subject to the Commitment terms and conditions set forth herein, the Swingline Lender agrees to make Swingline Loans to the Parent Borrower, the Dutch Parent Borrower and, the VionDutch Subsidiary Borrowers and the German Subsidiary Borrower in dollars and Euro and to the Canadian Borrower in Canadian Dollars, in each case, from time to time during the Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not result in (i) the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding $50,000,000, (ii) the Dollar Equivalent of the sum of the total Revolving Exposures exceeding the total Revolving Commitments, (iii) the USD Only Revolving Exposures exceeding the USD Only Revolving Commitment, (iv) the USD/Multicurrency Revolving Exposures exceeding the USD/Multicurrency Revolving Commitment and (v) the Dollar Equivalent of the aggregate Multicurrency Revolving Exposure exceeding the Multicurrency Revolving Sublimit; provided that the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan; provided further that notwithstanding anything herein to the contrary, solely for the purpose of consummating the Vion Acquisition, the Parent Borrower and/or the Dutch Parent Borrower (x) may borrow Swingline Loans (which will be Certain Funds Loans) on the Vion Acquisition Closing Date in Dollars or Euro in an amount the Dollar Equivalent of which does not exceed $200,000,000 and (y) to the extent such right is exercised and such Swingline Loans and any interest thereon have not been repaid within two Business Days, the applicable Borrower shall submit to the Administrative Agent a notice of borrowing for Revolving Loans denominated in the same currency and amount as such Swingline Loans were made on the Vion Acquisition Closing Date, which such notice or notices shall not be revocable unless such Swingline Loans are repaid prior to the making of such Revolving Loans. Within the foregoing limits and subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectivelyforth herein, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the relevant Borrower may requestborrow, prepay and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officereborrow Swingline Loans.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) Advances to the Borrower from time to time in from the amount Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the Borrower on any day determined by its Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender’s Commitment Percentage of such Loans for , provided, however, that the purposes hereinafter set forth; provided that Lenders will not be required and shall have no obligation to make any Advance (i) with regard so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent has accelerated the maturity of the Notes as a result of an Event of Default, or (iii) if any other term or condition set forth in Sections 5.01 or 5.02 hereof, as the case may be, to the Lenders collectivelyextent applicable, has not been satisfied or waived; provided further, however, that immediately after giving effect to each Advance, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) amount of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC the amount of all Swing Line Outstandings, Outstanding Letters of Credit and Reimbursement Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Total Revolving Committed AmountCredit Commitment. Within such limits, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may requestborrow, repay and reborrow hereunder, on a Business Day in the case of a Reference Loan or Fixed CD Loan, and may be repaid on a LIBOR Business Day in the case of a LIBOR Loan, from time to time from the Closing Date until, but (as to borrowings and reborrowed in accordance with reborrowings) not including, the provisions hereofRevolving Credit Termination Date; provided, however, that (Ax) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars no Fixed CD Loan shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency less than thirty (30) days before the Revolving Credit Termination Date and no LIBOR Loan shall be made by less than seven (7) days before the Revolving Credit Termination Date and (y) each Lender Fixed Rate Loan may, subject to the provisions of Section 2.06, be repaid only on the last day of the Interest Period with respect thereto. The Borrower agrees that if at its Foreign Currency Eurocurrency Lending Office. Base Rate any time the Outstandings shall exceed the Total Revolving Credit Commitment, the Borrower shall immediately reduce the outstanding principal amount of the Loans such that, as a result of such reduction, the Total Revolving Credit Commitment shall be made by each Lender at its Domestic Lending Officeequal or exceed the Outstandings.

Commitment. During In no event shall the aggregate principal amount of Swing Line Loans outstanding at any time exceed the Swing Line Commitment. In no event shall the Swing Line Commitment Periodexceed the Working Capital Loan Commitments and any reduction of the Working Capital Loan Commitments made pursuant to subsections 2.5A, 2.5F or 2.5G which reduces the Working Capital Loan Commitments below the then current amount of the Swing Line Commitment shall result in an automatic corresponding reduction of the Swing Line Commitment to the amount of the Working Capital Loan Commitments, as so reduced, without any further action on the part of Administrative Agent. Administrative Agent's Swing Line Commitment shall expire on the Expiry Date and all Swing Line Loans shall be paid in full no later than that date. Swing Line Loans borrowed by Borrower under this subsection 2.2B may be repaid and, to but excluding the Expiry Date, reborrowed. Each Swing Line Loan shall be repaid not later than thirty-five months after the date such advance was made. All Swing Line Loans shall be Base Rate Loans and bear interest as provided in subsection 2.3A. Swing Line Loans made on any Funding Date may be made in any amount, subject to the terms and conditions hereofof this Agreement. Administrative Agent, at any time in its sole and absolute discretion may, on one (1) Business Day's notice, require each Lender, and each Lender severally agrees hereby agrees, subject to subsection 2.2A(iv) and this subsection 2.2B, to make Loans a Working Capital Loan (which shall initially be funded as a Base Rate Loan) in Dollars and Foreign Currencies (the “Revolving Loans”) an amount equal to the Borrower from time to time in such Lender's Pro Rata Share of the amount of such Lender’s Commitment Percentage of such the outstanding Swing Line Loans for the purposes hereinafter set forth; provided that (i"Refunded Swing Line Loans") with regard respect to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereofwhich notice is given by Administrative Agent; provided, however, the obligation of each Lender to make any such Working Capital Loan is subject to the condition that (Ai) Administrative Agent believed in good faith that all conditions under Section 3 to the making of such Swing Line Loan were satisfied at the time such Swing Line Loan was made, or (ii) such Lender shall have actual knowledge, by receipt of the statements required pursuant to subsection 5.1 of this Agreement or otherwise, that any such condition has not been satisfied but shall have failed to notify Administrative Agent in writing that it has no obligation to make Working Capital Loans denominated until such condition has been satisfied (any such notice shall be effective as of the date of receipt by Administrative Agent), or (iii) the satisfaction of any such condition not satisfied had been waived by Requisite Lenders prior to or at the time such Swing Line Loan was made. In the event that Working Capital Loans are made by Lenders under the immediately preceding sentence, each such Lender shall make the amount of its Working Capital Loan available to Administrative Agent, in a Foreign Currency shall consist solely same day funds, at the office of Eurocurrency Rate Loans and Administrative Agent located at One Bankers Trust Plaza, New York, New York (Bor at any other location designated in writing by Administrative Agent to Lenders), not later than 12:00 Noon (New York time) Loans made on the Closing Date or on any Business Day next succeeding the date such notice is given. The proceeds of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate such Working Capital Loans shall be made by each Lender at its Domestic Lending Office.immediately delivered to Administrative Agent (and not to Borrower) and applied to repay the Refunded Swing Line Loans. Borrower authorizes Administrative Agent to charge

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Offshore Facility Lender severally agrees to make Loans Offshore Facility Advances in Dollars the Applicable Currency (as specified in a Borrowing Notice) and Foreign Currencies (the “Revolving Loans”) in an Applicable Country to the each Offshore Facility Borrower requesting such Offshore Facility Advance in its Applicable Country from time to time from the Closing Date until the Facility Termination Date, in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the an aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall amount up to but not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of exceeding such Offshore Facility Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof's Applicable Country Commitment; provided, however, that no Offshore Facility Lender will be required and shall have no obligation to make any Offshore Facility Advance (A) Loans denominated in so long as a Foreign Currency shall consist solely Default or an Event of Eurocurrency Rate Loans Default has occurred and is continuing or (B) if the Lenders have accelerated the maturity of the Obligations as a result of an Event of Default; provided further, however, that immediately after giving effect to each such Offshore Facility Advance, (1) the Offshore Facility Outstandings shall not exceed the Offshore Facility Commitment and (2) Total Outstandings shall not exceed the Total Commitment. Within such limits, the Offshore Facility Borrowers may borrow, repay and reborrow Offshore Facility Loans made hereunder on any Business Day from the Closing Date or on until, but (as to borrowings and reborrowings) not including, the Facility Termination Date; provided, however, that the aggregate principal amount outstanding to all Offshore Facility Borrowers in each Applicable Country shall not at any of time exceed the three Business Days following the Closing Date may only consist of Base Applicable Country Commitment; and provided further, however, that (i) no Offshore Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made which has an Interest Period that extends beyond the Stated Maturity Date and (ii) each Offshore Rate Loan may be repaid only on the last day of the Interest Period with respect thereto, unless such payment is accompanied by each the additional payment, if any, due under Section 5.05. The Offshore Facility Borrowers agree that if at any time the Offshore Facility Outstandings shall exceed the Offshore Facility Commitment or the Total Outstandings shall exceed the Total Commitment, one or more of the Offshore Facility Borrowers shall immediately repay a principal amount of its outstanding Offshore Facility Loans such that, as a result of such reduction, the Offshore Facility Commitment shall equal or exceed the Offshore Facility Outstandings and the Total Commitment shall equal or exceed Total Outstandings. Bank of America acknowledges that, as of the Closing Date, it is the sole Offshore Facility Lender and shall make available to the Offshore Facility Borrowers the full amount of the Offshore Facility Commitment in accordance with the terms of this Agreement at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in all times except to the extent that a Foreign Currency portion or portions of the Offshore Facility Commitment shall be made have been committed to by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officeanother Offshore Facility Lender.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Revolving Credit Lender severally agrees to make Loans US Facility Advances in US Dollars and Foreign Currencies (the “Revolving Loans”) to the any US Facility Borrower from time to time from the Closing Date until the day immediately preceding the Facility Termination Date, on a pro rata basis as to the total borrowing requested by such US Facility Borrower on any day determined by such Revolving Credit Lender's Applicable Commitment Percentage, in an aggregate principal amount up to but not exceeding the amount Commitment of such Revolving Credit Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that the Revolving Credit Lenders will not be required and shall have no obligation to make any US Facility Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Revolving Credit Lenders have accelerated the maturity of the Obligations as a result of an Event of Default; provided, further, however, that immediately after giving effect to each such US Facility Advance, the Total Outstandings shall not exceed the Total Commitment. Within such limits, the US Facility Borrowers may borrow, repay and reborrow US Facility Loans hereunder, on a Business Day, from the Closing Date until, but (as to borrowings and reborrowings) not including, the Facility Termination Date; provided, however, that (A) Loans denominated in a Foreign Currency no Eurodollar Rate Loan shall consist solely of Eurocurrency Rate Loans be made which has an Interest Period that extends beyond the Stated Maturity Date and (B) Loans made each Eurodollar Rate Loan may be repaid only on the Closing Date or on any last day of the three Business Days following Interest Period with respect thereto, unless such payment is accompanied by the Closing Date may only consist additional payment, if any, due under Section 5.05 hereof. The US Facility Borrowers agree that if at any time the US Facility Outstandings shall exceed the Total Commitment, the US Facility Borrowers shall immediately repay a principal amount of Base Rate the outstanding US Facility Loans unless such that, as a result of such reduction, the Borrower executes a funding indemnity letter in form and substance satisfactory to Total Commitment shall equal or exceed the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeTotal Outstandings.

Commitment. During the Commitment Period, subject (i) Subject to the terms and conditions hereof, each the Swing Line Lender severally agrees to make Loans in Dollars and Foreign Currencies (a portion of the “Revolving Loans”) credit otherwise available to the Borrower under the Revolving Loan Commitments from time to time in during the amount period from the date of such Lender’s Commitment Percentage of such Loans for this Agreement until the purposes hereinafter set forthRevolving Loan Maturity Date by making swing line loans ("Swing Line Loans") to the Borrower; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Swing Line Loans outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans at any time shall not exceed the Aggregate Swing Line Commitment then in effect (notwithstanding that the Swing Line Loans outstanding at any time, when aggregated with the Swing Line Lender's other outstanding Revolving Committed AmountLoan Advances, and may exceed the Swing Line Commitment then in effect), (ii) with regard the Borrower shall not request, and the Swing Line Lender shall not make, any Swing Line Loan if, after giving effect to each Lender individuallythe making of such Swing Line Loan, the sum aggregate amount of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Available Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount Loan Commitments would be less than zero and (iii) with regard to at no time may the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency then outstanding Swing Line Loans plus the aggregate Dollar Amount (determined as outstanding principal amount of Revolving Loan Borrowings plus the most recent Revaluation Date) of LOC Obligations in respect of Letters Letter of Credit denominated in a Foreign Currency shall not Exposure exceed the Foreign Currency SublimitBorrowing Base then in effect. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate LoansWithin the limits expressed in this Agreement, or a combination thereof, as the Borrower may requestuse the Swing Line Commitment by borrowing, repaying and may be repaid and reborrowed reborrowing, all in accordance with the provisions terms and conditions hereof; provided, however, (A) Loans denominated in . Each Swing Line Loan shall be a Foreign Currency shall consist solely Prime Rate Borrowing. The indebtedness of Eurocurrency Rate Loans and (B) the Borrower to the Swing Line Lender resulting from the Swing Line Loans made by the Swing Line Lender shall be evidenced by the Swing Line Note made by the Borrower. (ii) The Borrower shall repay all outstanding Swing Line Loans on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeRevolving Loan Maturity Date.

Commitment. During From and including the Commitment Perioddate of this Agreement and ---------- prior to the Facility Termination Date, subject to each Lender severally agrees, on the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) fund its Pro Rata Share of Advances to the Borrower from time in Agreed Currencies and to time participate to the extent of its Pro Rata Share in Facility LCs issued upon the amount request of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; Borrower, provided that after giving effect to the making of each such Advance and the issuance of each such Facility LC: (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans such Lender's Outstanding Credit Exposure shall not exceed the Aggregate Revolving Committed Amount, and Dollar Amount of its Commitment; (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Loans and Facility LCs outstanding hereunder shall not exceed the Foreign Currency Sublimitlesser of: (1) the Aggregate Commitment minus the sum of: (a) the aggregate Dollar Amount of Loans and Facility LCs outstanding hereunder, plus (b) the aggregate Dollar Amount of Related Facility Loans outstanding under the Related Facility Credit Agreements, and (2) Collateral Value of the Borrowing Base minus the sum of: (a) the aggregate Dollar Amount of Loans and Facility LCs outstanding hereunder, plus (b) the aggregate Dollar Amount of Parent Collateral Supported Related Facility Loans outstanding under the Related Facility Credit Agreements, plus (c) the outstanding Dollar Amount of Indebtedness permitted under Section 6.11(iv) in excess of $5,000,000; and (iii) the aggregate Dollar Amount of Loans outstanding hereunder in currencies other than the Dollar plus the Dollar Amount of Related Facility Loans outstanding in currencies other than the Dollar shall not exceed $20,000,000. Revolving Loans may consist Subject to the terms of Base Rate Loans or Eurocurrency Rate Loansthis Agreement, or a combination thereof, as the Borrower may requestborrow, repay and may be repaid reborrow at any time prior to the Facility Termination Date. The Commitments to extend credit hereunder and reborrowed in accordance with under the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency Related Facility Credit Agreements shall consist solely of Eurocurrency Rate Loans and (B) Loans made expire on the Closing Date or Facility Termination Date. The LC Issuer will issue Facility LCs hereunder on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter terms and conditions set forth in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 2.21.

Commitment. During From and including the Commitment Perioddate of this Agreement and prior to the Termination Date, each Lender severally agrees, subject to the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in prior to the amount Termination Date, provided that the making of any such Loan will not cause the total of the outstanding principal balance of all Loans (including Swing Line Loans and Competitive Bid Loans) and the Facility Letter of Credit Obligations to exceed the Aggregate Commitment. Except for Swing Line Loans and Competitive Bid Loans, each Lender shall fund its Percentage of each Advance and no Lender will be required to fund any amount, which when aggregated with such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that of: (i) with regard to the Lenders collectivelyall other Advances (other than Competitive Bid Loans) then outstanding, the sum (ii) Facility Letter of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed AmountCredit Obligations, and (iiiii) with regard to each Lender individuallyall Swing Line Loans, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not would exceed such Lender’s Revolving Committed Amount and (iii) with regard Commitment. Subject to the Lenders collectivelyterms of this Agreement, the Borrower may borrow, repay and reborrow at any time prior to the Termination Date. The Commitments of each Lender to lend hereunder shall expire on the Termination Date. The Aggregate Commitment may be increased by up to $200,000,000 in the aggregate principal Dollar Amount (determined as from time to time by the addition of a new Lender or the increase of the most recent Revaluation Date) Commitment of Foreign Currency Loans plus an existing Lender with the aggregate Dollar Amount (determined consent of only the Borrower, the Administrative Agent, and the new or existing Lender providing such additional Commitment so long as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall Aggregate Commitment does not exceed $1,050,000,000 less any voluntary reductions pursuant to Section 2.7. Such increases shall be evidenced by the Foreign Currency Sublimitexecution and delivery of an Amendment Regarding Increase in the form of Exhibit J attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Revolving On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their Percentage of all ratable Advances outstanding at the close of business on such day, by either funding more than its or their Percentage of new ratable Advances made on such date or purchasing shares of outstanding ratable Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, held by the other Lenders or a combination thereof, as the . The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Advances to achieve such result. Borrower may request, and may be repaid and reborrowed in accordance agrees to pay all fees associated with the provisions hereof; provided, however, (A) Loans denominated increase in the Aggregate Commitment including any amounts due under Section 4.4 in connection with any reallocation of LIBOR Advances. In no event will such new or existing Lenders providing the increase be required to fund or purchase a Foreign Currency shall consist solely portion of Eurocurrency Rate Loans and (B) Loans made any Competitive Bid Loan or Swing Line Loan to comply with this Section on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agentsuch date. Eurocurrency Rate Loans denominated in Dollars No Lender shall be made by each Lender at required to increase its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated Commitment in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officeconnection with the increase in the Aggregate Commitment herein described.

Commitment. During the Commitment PeriodEach Lender severally agrees, subject to on the terms and conditions hereofset forth in this Agreement: (a) from the Effective Date to but excluding the Revolving Loan Termination Date, each Lender severally agrees to make Revolving Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from in Dollars by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent, and to time participate in Facility LCs issued upon the amount request of the Borrower; provided that, after giving effect to the making of each such Loan and the issuance of each such Facility LC, (i) such Lender’s Revolving Exposure shall not exceed its Revolving Commitment Percentage of and (ii) at such Loans for time the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Aggregate Outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Credit Exposure shall not exceed the Aggregate Revolving Committed AmountCommitments; (b) on the Effective Date, to make Tranche 1 Term Loans, Tranche 2 Term Loans, Tranche 3 Term Loans, Tranche 4 Term Loans, Tranche 6 Term Loans and/or Tranche 7 Term Loans, or to continue to maintain, as applicable, such Lender’s existing Tranche 1 Term Loans, Tranche 2 Term Loans, Tranche 3 Term Loans, Tranche 4 Term Loans, Tranche 6 Term Loans and/or Tranche 7 Term Loans, in each case, to the Borrower in Dollars in an amount such that (i) such Lender’s Tranche 1 Term Loans outstanding are equal to such Lender’s Tranche 1 Term Loan Commitment as of the Effective Date, (ii) such Lender’s Tranche 2 Term Loans outstanding are equal to such Lender’s Tranche 2 Term Loan Commitment as of the Effective Date, (iii) such Lender’s Tranche 3 Term Loans outstanding are equal to such Lender’s Tranche 3 Term Loan Commitment as of the Effective Date, (iv) such Lender’s Tranche 4 Term Loans outstanding are equal to such Lender’s Tranche 4 Term Loan Commitment as of the Effective Date, (v) such Lender’s Tranche 6 Term Loans outstanding are equal to such Xxxxxx’s Tranche 6 Term Loan Commitment as of the Effective Date and (vi) such Lender’s Tranche 7 Term Loans outstanding are equal to such Lender’s Tranche 7 Term Loan Commitment as of the Effective Date (and to the extent of (x) any such Term Loans not funded prior to the Effective Date, or (y) any additional funds required by any Lender to effect the applicable reallocation described in Article XVI hereof, each Lender shall make immediately available funds available to the Administrative Agent’s designated account not later than the time specified by the Administrative Agent on the Effective Date); and (c) from and including the Effective Date and to and including the Tranche 8 Term Loan Final Availability Date, to make Tranche 8 Term Loans to the Borrower in Dollars, in not more than two (2) Advances, in an amount not to exceed such Xxxxxx’s unused Tranche 8 Term Loan Commitment by making immediately available funds available to the Administrative Agent’s designated account not later than the time specified by the Administrative Agent. The Tranche 8 Term Loan Commitment of each Tranche 8 Term Loan Lender shall reduce and be automatically terminated on a dollar-for-dollar basis (i) concurrently with such Tranche 8 Term Loan Lender making any Tranche 8 Term Loan and (ii) with regard to each Lender individuallythe extent required under Section 2.7(d)(i). Subject to the terms of this Agreement, the sum of Borrower may borrow, repay and reborrow the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage at any time prior to the Revolving Loan Termination Date. Amounts repaid in respect of Swingline Term Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations may not be reborrowed. Unless previously terminated, (i) any unfunded Tranche 1 Term Loan Commitments, Tranche 2 Term Loan Commitments, Tranche 3 Term Loan Commitments, Tranche 4 Term Loan Commitments, Tranche 6 Term Loan Commitments and Tranche 7 Term Loan Commitments shall not exceed such Lender’s Revolving Committed Amount terminate at 5:00 p.m. (Chicago time) on the Effective Date, (ii) any unused Tranche 8 Term Loan Commitments shall automatically terminate at 5:00 p.m. (Chicago time) on the Tranche 8 Term Loan Final Availability Date and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Revolving Commitments shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made terminate on the Closing Date or Revolving Loan Termination Date. The LC Issuer will issue Facility LCs hereunder on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter terms and conditions set forth in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 2.19.

Commitment. During the Commitment PeriodEach Lender severally agrees, subject to on the terms and conditions hereofset forth in this Agreement: (a) From and including the date of this Agreement and prior to the Revolving Loan Termination Date, each Lender severally agrees to make Revolving Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from in Dollars by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent, and to time participate in Facility LCs issued upon the amount request of the Borrower, provided that, after giving effect to the making of each such Loan and the issuance of each such Facility LC, (i) such Lender’s Revolving Exposure shall not exceed its Revolving Commitment Percentage of and (ii) at such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding time Aggregate Outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Credit Exposure shall not exceed the Aggregate Revolving Committed AmountCommitments; (b) on the date of this Agreement, to make Tranche 1 Term Loans, and continue to maintain such Lender’s existing “Five-Year Term Loans” (as defined under the Existing Credit Agreement) as Tranche 1 Term Loans, to the Borrower in Dollars in an amount such that such Lender’s Tranche 1 Term Loans outstanding are equal to such Lender’s Tranche 1 Term Loan Commitment as of the Effective Date (and to the extent of (i) any Tranche 1 Term Loans not funded as “Five-Year Term Loans” prior to the Effective Date (which the Lenders acknowledge is understood to be $50,000,000 to be funded on the Effective Date), or (ii) any additional funds required by any Lender to effect the applicable reallocation described in Article XVI hereof, each Lender shall make immediately available funds available to the Administrative Agent’s designated account not later than the time specified by the Administrative Agent on the Effective Date); and (c) on the date of this Agreement, to make Tranche 2 Term Loans, or continue to maintain such Lender’s existing “Seven-Year Term Loans” (as defined under the Existing Credit Agreement) as Tranche 2 Term Loans, to the Borrower in Dollars in an amount such that such Lender’s Tranche 2 Term Loans outstanding are equal to such Lender’s Tranche 2 Term Loan Commitment as of the Effective Date (and to the extent any additional funds are required by such Lender to effect the applicable reallocation described in Article XVI hereof, such Lender shall make such immediately available funds available to the Administrative Agent’s designated account not later than the time specified by the Administrative Agent on the Effective Date). Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow the Revolving Loans at any time prior to the Revolving Loan Termination Date. Amounts repaid in respect of Term Loans may not be reborrowed. Unless previously terminated, (i) any unfunded Tranche 1 Term Loan Commitments and Tranche 2 Term Loan Commitments shall terminate at 5:00 p.m. (Chicago time) on the date of this Agreement, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations Commitments shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made terminate on the Closing Date or Revolving Loan Termination Date. The LC Issuer will issue Facility LCs hereunder on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter terms and conditions set forth in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 2.19.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this ---------- Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) Advances to the Borrower under the Revolving Credit Facility from time to time in from the amount Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the Borrower on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender’s Commitment Percentage of , provided, however, that the -------- Lenders will not be required and shall have no obligation to make any such Loans for the purposes hereinafter set forth; provided that Advance (i) with regard so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent has accelerated the maturity of any of the Notes as a result of an Event of Default; provided further, however, that -------- immediately after giving effect to each such Advance, the Lenders collectively, principal amount of Revolving Credit Outstandings plus the sum of the aggregate principal Dollar Letter of Credit Outstandings, Swing Line Outstandings and Reserve Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Total Revolving Committed AmountCredit Commitment. Within such limits, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may requestborrow, repay and may be repaid reborrow under the Revolving Credit Facility on a Business Day from the Closing Date until, but (as to borrowings and reborrowed in accordance with reborrowings) not including, the provisions hereofRevolving Credit Termination Date; provided, however, that (Ay) Loans denominated in no Revolving Loan that is a Foreign Currency shall consist solely of Eurocurrency Eurodollar Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars -------- Loan shall be made which has an Interest Period that extends beyond the Stated Revolving Credit Termination Date and (z) each Revolving Loan that is a Eurodollar Rate Loan may, subject to the provisions of Section 3.7, be ----------- repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by each Lender at its U.S. Eurocurrency Lending Officethe additional payment, if any, required by Section 6.4. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.-----------

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees to make Loans Advances in Dollars and Foreign Currencies or an Alternative Currency (as specified in the “Revolving Loans”respective Borrowing Notice) to the Borrower Borrowers under the Revolving Credit Facility from time to time from the Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by such Borrower on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender, PROVIDED, however, that the Lenders will not be required and shall have no obligation to make any such Advance (i) so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Administrative Agent has accelerated the maturity of any of the Notes as a result of an Event of Default; PROVIDED further, however, that immediately after giving effect to each such Advance, the Dollar Value of Outstandings shall not exceed the Total Revolving Credit Commitment and the Dollar Value of outstanding Advances in Alternative Currencies shall not exceed the Total Alternative Currency Commitment. Within such limits and subject to the other terms and conditions of this Agreement, the Borrowers may borrow, repay and reborrow under the Revolving Credit Facility on a Business Day from the Closing Date until, but (as to borrowings and reborrowings) not including, the Revolving Credit Termination Date. (i) Each request by a Borrower for an Advance of an Alternative Currency under a Borrowing Notice shall constitute the respective Borrower's request for a Revolving Loan of the Dollar Value of the amount of the Alternative Currency specified in such Lender’s Borrowing Notice and for such Revolving Loan to be made available by the Lenders to such Borrower in the Alternative Currency Equivalent Amount of such Dollar Value (determined based on the Advance Day Exchange Rate applicable to such Advance). The principal amount outstanding on any Revolving Loan shall be recorded in the Administrative Agent's records in Dollars, based on the Dollar Value of the initial Advance of such Loan in such Alternative Currency, as reduced from time to time by the Dollar Equivalent Amount (based on the Advance Day Exchange Rate applicable to such Advance) of any principal payments with respect to such Advance. Advances in an Alternative Currency shall be limited to Eurodollar Rate Loans. A Borrower may elect to Continue an Alternative Currency Loan pursuant to the terms of SECTION 4.2(b) and subject to the provisions of this SECTION 2.1(b). In the event a Eurodollar Rate Loan of an Alternative Currency is Continued, such election to Continue the Eurodollar Rate Loan shall be treated as an Advance and the Administrative Agent shall notify the Borrowers and the Lenders of the Advance Day Exchange Rate, Interest Period and the Eurodollar Rate for such Continued Eurodollar Rate Loan. The Lenders shall each be deemed to have made an Advance to the respective Borrower of its Applicable Commitment Percentage of such Loans Revolving Loan of an Alternative Currency and the Administrative Agent shall apply the Advance Day Exchange Rate for such new Interest Period to such Continued Alternative Currency Equivalent Amount to determine the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal new Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) Value of such Lender’s Commitment Percentage of outstanding Eurodollar Rate Loan and shall adjust its books and the Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to Credit Outstandings. In the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.event that such

Commitment. During Subject to the Commitment terms and conditions set forth herein, the Swingline Lender agrees to make Swingline Loans to the Parent Borrower and the Vion Subsidiary Borrowers in dollars and Euro and to the Canadian Borrower in Canadian Dollars, in each case, from time to time during the Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not result in (i) the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding $50,000,000, (ii) the Dollar Equivalent of the sum of the total Revolving Exposures exceeding the total Revolving Commitments, (iii) the USD Only Revolving Exposures exceeding the USD Only Revolving Commitment, (iv) the USD/Multicurrency Revolving Exposures exceeding the USD/Multicurrency Revolving Commitment and (v) the Dollar Equivalent of the aggregate Multicurrency Revolving Exposure exceeding the Multicurrency Revolving Sublimit; provided that the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan; provided further that notwithstanding anything herein to the contrary, solely for the purpose of consummating the Vion Acquisition, the Parent Borrower CREDIT AGREEMENT, Page 51 and/or the Dutch Parent Borrower (x) may borrow Swingline Loans (which will be Certain Funds Loans) on the Vion Acquisition Closing Date in Dollars or Euro in an amount the Dollar Equivalent of which does not exceed $200,000,000 and (y) to the extent such right is exercised and such Swingline Loans and any interest thereon have not been repaid within two Business Days, the applicable Borrower shall submit to the Administrative Agent a notice of borrowing for Revolving Loans denominated in the same currency and amount as such Swingline Loans were made on the Vion Acquisition Closing Date, which such notice or notices shall not be revocable unless such Swingline Loans are repaid prior to the making of such Revolving Loans. Within the foregoing limits and subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectivelyforth herein, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the relevant Borrower may requestborrow, prepay and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officereborrow Swingline Loans.

Commitment. During From and including the Commitment Perioddate of this Agreement and ---------- prior to the Facility Termination Date, subject to each Lender severally agrees, on the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) fund its Pro Rata Share of Subsidiary Borrower Advances to the Subsidiary Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; Agreed Currencies, provided that after giving effect to the making of each such Subsidiary Borrower Advance: (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans such Lender's Outstanding Credit Exposure shall not exceed the Aggregate Revolving Committed Amount, and Dollar Amount of its Commitment; (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Subsidiary Borrower Loans outstanding hereunder shall not exceed the Foreign Currency Sublimitlesser of: (1) the Aggregate Commitment minus the sum of: (a) the aggregate Dollar Amount of Loans and Facility LCs outstanding under the Parent Credit Agreement, plus (b) the aggregate Dollar Amount of Other Related Facility Loans outstanding under the Other Related Facility Credit Agreements, and (2) The sum of the Collateral Value of the Borrowing Base under the Parent Credit Agreement plus the Collateral Value of the Subsidiary Borrower Borrowing Base minus the sum of: (a) the aggregate Dollar Amount of Loans and Facility LCs outstanding under the Parent Credit Agreement, plus (b) the aggregate Dollar Amount of Parent Collateral Supported Related Facility Loans outstanding under the Other Related Facility Credit Agreements, plus the outstanding Dollar Amount of Indebtedness permitted under Section 6.11(iv) of the Parent Credit Agreement in excess of $5,000,000; and (iii) the aggregate Dollar Amount of Subsidiary Borrower Loans outstanding hereunder in currencies other than the Dollar plus the Dollar Amount of Loans outstanding under the Parent Credit Agreement and Other Related Facility Loans outstanding under the Other Related Facility Credit Agreements in currencies other than the Dollar shall not exceed $20,000,000. Revolving Loans may consist Subject to the terms of Base Rate Loans or Eurocurrency Rate Loansthis Agreement, or a combination thereof, as the Subsidiary Borrower may requestborrow, repay and may be repaid reborrow at any time prior to the Facility Termination Date. The Commitments to extend credit hereunder, under the Parent Credit Agreement and reborrowed in accordance with under the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency Other Related Facility Credit Agreements shall consist solely of Eurocurrency Rate Loans and (B) Loans made expire on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeFacility Termination Date.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) Advances to the Borrower Borrowers under the Revolving Credit Facility from time to time in from the amount Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the Borrowers on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender’s Commitment Percentage of , PROVIDED, HOWEVER, that the Lenders will not be required and shall have no obligation to make any such Loans for the purposes hereinafter set forth; provided that Advance (i) with regard so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Agent has accelerated the maturity of any of the Notes as a result of an Event of Default; PROVIDED FURTHER, however, that immediately after giving effect to the Lenders collectivelyeach such Advance, the sum principal amount of the aggregate principal Dollar Amount (determined as Revolving Credit Outstandings plus Letter of the most recent Revaluation Date) of outstanding Revolving Loans Credit Outstandings plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Swing Line Outstandings shall not exceed the Aggregate Revolving Committed AmountLESSER of (i) the Borrowing Base (as shown on the most recently delivered Borrowing Base Certificate), and (ii) with regard to each Lender individuallythe Total Revolving Credit Commitment. Within such limits, the sum of Borrowers may borrow, repay and reborrow under the aggregate principal Dollar Amount Revolving Credit Facility on a Business Day from the Closing Date until, but (determined as of the most recent Revaluation Dateto borrowings and reborrowings) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectivelyincluding, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Revolving Credit Termination Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans; PROVIDED, or a combination thereofHOWEVER, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that (A) Loans denominated in a Foreign Currency no Eurodollar Rate Loan shall consist solely of Eurocurrency Rate Loans be made which has an Interest Period that extends beyond the Stated Termination Date and (B) Loans made each Eurodollar Rate Loan repaid other than on the Closing Date or on any last day of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Interest Period with respect thereto shall be made accompanied by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made the additional payment, if any, required by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSECTION 5.5.

Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans, Adjusted Term SOFR Loans, Foreign Currency Daily Rate Loans or Eurocurrency and Foreign Currency Term Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Foreign Currency Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Adjusted Term SOFR Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Foreign Currency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During To request Competitive Bids, the Commitment PeriodBorrower shall notify the Administrative Agent of such request by telephone, subject in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, four Business Days before the date of the proposed Borrowing and, in the case of a Fixed Rate Borrowing, not later than 10:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that the Borrower may submit up to (but not more than) two Competitive Bid Requests on the same day, but a Competitive Bid Request shall not be made within five Business Days after the date of any previous Competitive Bid Request, unless any and all such previous Competitive Bid Requests shall have been withdrawn or all Competitive Bids received in response thereto rejected. Each such telephonic Competitive Bid Request shall be confirmed promptly by hand delivery or telecopy to the terms Administrative Agent of a written Competitive Bid Request in a form approved by the Administrative Agent and conditions hereofsigned by the Borrower. Each such telephonic and written Competitive Bid Request shall specify the following information in compliance with Section 2.02: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, each which shall be a Business Day; (iii) whether such Borrowing is to be a Eurocurrency Borrowing or a Fixed Rate Borrowing; (iv) the Interest Period to be applicable to such Borrowing, which shall be a period contemplated by the definition of the term "Interest Period"; and (v) the location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. The Borrower may at its election specify certain alternatives in respect of which the Lenders may submit alternative bids in the applicable Competitive Bid. Promptly following receipt of a Competitive Bid Request in accordance with this Section, the Administrative Agent shall notify the Lenders of the details thereof by telecopy, inviting the Lenders to submit Competitive Bids. (b) Each Lender severally agrees to may (but shall not have any obligation to) make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) one or more Competitive Bids to the Borrower from time in response to time a Competitive Bid Request. Each Competitive Bid by a Lender must be in a form approved by the Administrative Agent and must be received by the Administrative Agent by telecopy, in the amount case of a Eurocurrency Competitive Borrowing, not later than 9:30 a.m., New York City time, three Business Days before the proposed date of such Lender’s Commitment Percentage Competitive Borrowing, and in the case of a Fixed Rate Borrowing, not later than 9:30 a.m., New York City time, on the proposed date of such Loans for Competitive Borrowing. Competitive Bids that do not conform substantially to the purposes hereinafter set forth; provided that form approved by the Administrative Agent may be rejected by the Administrative Agent, and the Administrative Agent shall notify the applicable Lender as promptly as practicable. Each Competitive Bid shall specify (i) with regard to the Lenders collectively, principal amount (which shall be a minimum of $5,000,000 and an integral multiple of $1,000,000 and which may equal the sum entire principal amount of the aggregate principal Dollar Amount (determined as Competitive Borrowing requested by the Borrower) of the most recent Revaluation Date) of outstanding Revolving Competitive Loan or Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed that the Aggregate Revolving Committed AmountLender is willing to make, and (ii) with regard the Competitive Bid Rate or Rates at which the Lender is prepared to each Lender individually, make such Loan or Loans (expressed as a percentage rate per annum in the sum form of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Datea decimal to no more than four decimal places) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard the Interest Period applicable to each such Loan and the Lenders collectively, last day thereof. In the aggregate principal Dollar Amount (determined as of event the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated Borrower has requested that alternative bids be included in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate LoansCompetitive Bid, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.such

Commitment. During From and including the Commitment Perioddate of this Agreement and ---------- prior to the Facility Termination Date, subject to each Lender severally agrees, on the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) fund its Pro Rata Share of Subsidiary Borrower Advances to the Subsidiary Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; Agreed Currencies, provided that after giving effect to the making of each such Subsidiary Borrower Advance: (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans such Lender's Outstanding Credit Exposure shall not exceed the Aggregate Revolving Committed Amount, and Dollar Amount of its Commitment; (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Subsidiary Borrower Loans outstanding hereunder shall not exceed the Foreign Currency Sublimitlesser of: (1) the Aggregate Commitment minus the sum of: (a) the aggregate Dollar Amount of Loans and Facility LCs outstanding under the Parent Credit Agreement, plus (b) the aggregate Dollar Amount of Other Related Facility Loans outstanding under the Other Related Facility Credit Agreements, and (2) The sum of the Collateral Value of the Borrowing Base under the Parent Credit Agreement plus the Collateral Value of the Subsidiary Borrower Borrowing Base minus the sum of: (a) the ----- aggregate Dollart Amount of Loans and Facility LCs outstanding under the Parent Credit Agreement, plus (b) the aggregate Dollar Amount of Parent Collateral Supported Related Facility Loans outstanding under the Other Related Facility Credit Agreements, plus the oustanding Dollar Amount of Indebtedness permitted under Section 6.11(iv) of the Parent Credit Agreement in excess of $5,000,000; and (iii) the aggregate Dollar Amount of Subsidiary Borrower Loans outstanding hereunder in currencies other than the Dollar plus the Dollar Amount of Loans outstanding under the Parent Credit Agreement and Other Related Facility Loans outstanding under the Other Related Facility Credit Agreements in currencies other than the Dollar shall not exceed $20,000,000. Revolving Loans may consist Subject to the terms of Base Rate Loans or Eurocurrency Rate Loansthis Agreement, or a combination thereof, as the Subsidiary Borrower may requestborrow, repay and may be repaid reborrow at any time prior to the Facility Termination Date. The Commitments to extend credit hereunder, under the Parent Credit Agreement and reborrowed in accordance with under the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency Other Related Facility Credit Agreements shall consist solely of Eurocurrency Rate Loans and (B) Loans made expire on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeFacility Termination Date.

Commitment. During From and including the Commitment Perioddate of this Agreement and prior to the Facility Termination Date, subject to each Lender severally agrees, on the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make make: (a) Revolving Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time and participate in Facility LCs issued upon the request of the Borrower, provided that, after giving effect to time in the making of each such Loan and the issuance of each such Facility LC, (i) the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Exposure shall not exceed its Revolving Commitment or, during any Borrowing Base Period, its Pro Rata Share of the Aggregate Revolving Committed AmountBorrowing Base, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Exposures shall not exceed the Foreign Currency Sublimit. aggregate Revolving Loans may consist of Base Rate Loans Commitments or Eurocurrency Rate Loans, or the Borrowing Base. (b) a combination thereof, as Term Loan to the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter Effective Date, in form and substance satisfactory an amount equal to such Lender’s Term Loan Commitment by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent. Eurocurrency Rate Borrower acknowledges that immediately prior to the Effective Date the outstanding principal balance of the Term Loan was $27,975,000.00. (c) Draw Loans denominated in Dollars to the Borrower upon the request of the Borrower during the Draw Period, provided that, after giving effect to the making of each such Draw Loan, (i) the aggregate amount of Draw Loans advanced by such Lender shall not exceed its Draw Loan Commitment, and (ii) the aggregate amount of Draw Loans advanced by all Lenders shall not exceed the aggregate Draw Loan Commitments. In no event shall Lenders be made required to lend to Borrower more than Borrower has qualified to receive under the terms of Exhibit H attached hereto. The Draw Loan is further governed by each Lender at its U.S. Eurocurrency Lending Officethe terms and conditions set forth on Exhibit H attached hereto, which is incorporated herein by this reference. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate All Loans shall be made by each Lender in Dollars. Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow the Revolving Loans at its Domestic Lending Officeany time prior to the Facility Termination Date. During any Borrowing Base Period, Advances of Revolving Loans shall be subject to availability under the Borrowing Base. Amounts repaid in respect of Term Loans and Draw Loans may not be reborrowed. Unless previously terminated, the Commitments shall terminate on the Facility Termination Date. Borrower acknowledges that the Term Loan Commitments terminated on the Original Closing Date. The LC Issuer will issue Facility LCs hereunder on the terms and conditions set forth in Section 2.19.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofset forth in this Credit Agreement, each Lender of the Banks severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) lend to the Borrower Borrowers and the Borrowers may borrow, repay, and reborrow from time to time between the Closing Date and the Revolving Credit Loan Maturity Date upon notice by the applicable Borrower to the Agent given in accordance with Section 2.6, such sums in Dollars and/or at the applicable Borrower's option from time to time, subject to Section 2.9 hereof, in an Optional Currency, as are requested by the applicable Borrower up to a maximum aggregate amount of outstanding (after giving effect to all amounts requested) at any one time equal to such Lender’s Bank's Commitment minus such Bank's Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Maximum Drawing Amount, all Unpaid Reimbursement Obligations and (ii) with regard to each Lender individuallyBankers' Acceptances then outstanding, provided that the sum of the aggregate principal Dollar Amount (determined as outstanding amount of the most recent Revaluation DateRevolving Credit Loans (after giving effect to all amounts requested) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed the Maximum Drawing Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans all Unpaid Reimbursement Obligations plus the aggregate Dollar Amount (determined as amount of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Bankers' Acceptances then outstanding shall not at any time exceed the Foreign Currency SublimitTotal Commitment. The Revolving Credit Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may shall be repaid and reborrowed made pro rata in accordance with the provisions hereofeach Bank's Commitment Percentage; provided, however, (A) Loans denominated in that notwithstanding anything to the contrary contained herein, with respect to any Multicurrency Loan which is not also a Foreign Currency Loan, the Commitment Percentage of each Non-Multicurrency Bank shall consist solely be funded to the applicable Borrower by the Fronting Bank (with each Non-Multicurrency Bank hereby agreeing to participate in the risk associated with such Multicurrency Loan in accordance with Section 2.10 hereof), with each Non-Multicurrency Bank having no obligation or commitment to fund in any Optional Currency; and provided, further, that notwithstanding anything to the contrary contained herein, with respect to any Foreign Loan, the Commitment Percentage of Eurocurrency Rate each Bank shall be funded to the applicable Borrower by the Fronting Bank (with each Bank agreeing to participate in the risk associated with such Foreign Loan in accordance with Section 2.10 hereof). Each request for a Revolving Credit Loan hereunder shall constitute a representation and warranty by the requesting Borrower that the conditions set forth in Section 12 and Section 13, in the case of the initial Revolving Credit Loans and (B) Loans to be made on the Closing Date or Date, and Section 13, in the case of all other Revolving Credit Loans, have been satisfied on any the date of the three Business Days following the Closing Date may only consist of such request. Each Base Rate Loans unless the Borrower executes a funding indemnity letter Loan shall be denominated in form and substance satisfactory to the Administrative AgentDollars. Each Eurocurrency Rate Loans Loan shall be denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated Dollars, or, subject to Section 2.9 hereof, in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officean Optional Currency.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) Advances to the Borrower under the Revolving Credit Facility from time to time in from the amount Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the Borrower on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding the Revolving Credit Commitment of such Lender’s Commitment Percentage of , provided, however, that the Lenders will not be required and shall have no obligation to make any such Loans for the purposes hereinafter set forth; provided that Advance (i) with regard to so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Administrative Agent has terminated the commitments of the Lenders collectively, to make Revolving Credit Loans or accelerated the sum maturity of any of the aggregate Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to each such Advance, (A) the principal Dollar Amount (determined as amount of the most recent Revaluation Date) Revolving Credit Outstandings plus Letter of outstanding Revolving Loans Credit Outstandings plus outstanding Swingline Loans plus LOC Obligations Swing Line Outstandings plus outstanding Competitive Bid Loans shall not exceed the Aggregate Total Revolving Committed AmountCredit Commitment, and (iiB) with regard to each Lender individuallyuntil the Guaranty Limitation Release Date, the sum principal amount of the aggregate principal Dollar Amount Revolving Credit Outstandings plus Letter of Credit Outstandings plus Swing Line Outstandings plus outstanding Competitive Bid Loans (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving excluding Advances, Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency used directly or indirectly to effect Indenture Note Purchases) shall not exceed the Foreign Currency Total Revolving Credit Commitment minus the Indenture Notes Purchase Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate LoansWithin such limits, or a combination thereof, as the Borrower may requestborrow, repay and may be repaid reborrow under the Revolving Credit Facility on a Business Day from the Closing Date until, but (as to borrowings and reborrowed in accordance with reborrowings) not including, the provisions hereofRevolving Credit Termination Date; provided, however, that (Ax) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency no Eurodollar Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made which has an Interest Period that extends beyond the Stated Termination Date and (y) each Eurodollar Rate Loan may be repaid only on the last day of the Interest Period with respect thereto unless such payment is accompanied by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made the additional payment, if any, required by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 4.4.

Commitment. During the Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Alternate Base Rate Loans or Eurocurrency LIBOR Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency LIBOR Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Alternate Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency LIBOR Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency LIBOR Lending Office. Eurocurrency LIBOR Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency LIBOR Lending Office. Alternate Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) available to the Borrower such Lender's Commitment Percentage of revolving credit loans requested by the Borrower in Dollars ("Loans") from time to time in from the amount of Closing Date until the Termination Date, or such Lender’s Commitment Percentage of such Loans earlier date as the Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) amount of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed ONE HUNDRED TWENTY-FIVE MILLION DOLLARS ($125,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the Aggregate Revolving "Committed Amount") ; provided, and further, (iii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of 's outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving 's Commitment Percentage of the Committed Amount Amount, and (iiiii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Foreign Currency outstanding Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency outstanding shall not exceed the Foreign Currency SublimitCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Eurodollar Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that (Ax) during the Initial Interest Rate Period, all Eurodollar Loans denominated in a Foreign Currency shall consist solely have an Interest Period of Eurocurrency Rate Loans one (1) month and (By) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate no more than 7 Eurodollar Loans shall be made by each Lender outstanding hereunder at its Domestic Lending Officeany time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of the existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) available to the Borrower such Lender's Commitment Percentage of revolving credit loans requested by the Borrower in Dollars ("Revolving Loans") from time to time in from the amount of Closing Date until the Maturity Date, or such Lender’s Commitment Percentage of such Loans for earlier date as the purposes hereinafter set forthCommitments shall have been terminated as provided herein; provided provided, however, that (i) with regard to the Lenders collectively, the sum of the aggregate outstanding principal Dollar Amount (determined as amount of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount; provided, and further, (iiA) with regard to each Lender individually, such Lender's outstanding principal amount of Revolving Loans shall not exceed such Lender's Commitment Percentage of the Committed Amount, (B) the sum of the aggregate outstanding principal Dollar Amount (determined as amount of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of LOC Obligations plus Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving the Committed Amount and (iiiC) with regard to the Lenders collectively, sum of the aggregate outstanding principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Foreign Currency Revolving Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency Swingline Loans shall not exceed the Foreign Currency SublimitBorrowing Base. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Eurodollar Loans, or a combination thereof, as the Borrower may request; provided, however, that no more than 10 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period). Revolving Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofof this Agreement, ---------- each Lender with a Revolving Credit Commitment severally agrees to make Loans Advances in Dollars and Foreign Currencies or an Alternative Currency (as specified in the “Revolving Loans”respective Borrowing Notice) to the applicable Borrower or Borrowers under the Revolving Credit Facility from time to time in from the amount Closing Date until the Revolving Credit Termination Date on a pro rata basis as to the total borrowing requested by the applicable Borrower or Borrowers on any day determined by such Lender's Applicable Commitment Percentage up to but not exceeding a Dollar Value equal to the Revolving Credit Commitment of such Lender’s Commitment Percentage of , provided, however, that the -------- ------- Lenders will not be required and shall have no obligation to make any such Loans for the purposes hereinafter set forth; provided that Advance (i) with regard to so long as a Default or an Event of Default has occurred and is continuing or (ii) if the Lenders collectively, Agent has accelerated the sum maturity of any of the aggregate principal Notes as a result of an Event of Default; provided further, however, that immediately -------- ------- after giving effect to each such Advance, (u) the Dollar Amount (determined as Value of the most recent Revaluation Date) principal amount of outstanding Revolving Loans Credit Outstandings plus outstanding Swingline Loans Swing Line Outstandings plus LOC Obligations plus outstanding Competitive Loans Letter of Credit Outstandings shall not exceed the Aggregate Total Revolving Committed Amount, Credit Commitment and (iiv) with regard to each Lender individually, the sum Dollar Value of the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign an Alternative Currency shall not exceed the Foreign Total Alternative Currency Sublimit. Within such limits, the Borrowers may borrow, repay and reborrow under the Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate LoansCredit Facility on a Business Day from the Closing Date until, or a combination thereofbut (as to borrowings and reborrowings) not including, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereofRevolving Credit Termination Date; provided, however, that (Aw) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency no Eurodollar Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars Loan shall be made which has an -------- ------- Interest Period that extends beyond the Stated Termination Date and (x) each Eurodollar Rate Loan may, subject to the provisions of Section 3.7, be repaid ----------- only on the last day of the Interest Period with respect thereto unless such payment is accompanied by each Lender the additional payment, if any, required by Section 6.5. The Borrowers agree that (y) if at its U.S. Eurocurrency Lending Officeany time the Dollar Value of ----------- Revolving Credit Outstandings plus the Dollar Value of Letter of Credit Outstandings plus Swing Line Outstandings shall exceed the Total Revolving Credit Commitment, the Borrowers shall immediately reduce the outstanding principal amount of the Revolving Loans such that, as a result of such reduction, the Dollar Value of Revolving Credit Outstandings and Swing Line Outstandings plus the Dollar Value of Letter of Credit Outstandings shall not exceed the Total Revolving Credit Commitment and (z) if at any time the Dollar Value of Loans in an Alternative Currency exceed the Total Alternative Currency Sublimit by 105%, the Borrowers shall immediately make a Rate Adjustment Payment as set forth below in Section 3.1(b). Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Office.--------------

Commitment. During the Commitment PeriodEach Lender severally agrees, subject to on the terms and conditions hereofset forth in this Agreement: (a) from and including the date of this Agreement and prior to the Revolving Loan Termination Date, each Lender severally agrees to make Revolving Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from in Dollars by making immediately available funds available to the Administrative Agent’s designated account, not later than the time specified by the Administrative Agent, and to time participate in Facility LCs issued upon the amount request of the Borrower, provided that, after giving effect to the making of each such Loan and the issuance of each such Facility LC, (i) such Lender’s Revolving Exposure shall not exceed its Revolving Commitment Percentage of and (ii) at such Loans for time the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Aggregate Outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans Credit Exposure shall not exceed the Aggregate Revolving Committed AmountCommitments; and (b) on the date of this Agreement, to make Tranche 1 Term Loans, Tranche 2 Term Loans, Tranche 3 Term Loans, Tranche 4 Term Loans and/or Tranche 5 Term Loans, or to continue to maintain, as applicable, such Lender’s existing Tranche 1 Term Loans, Tranche 2 Term Loans, Tranche 3 Term Loans, Tranche 4 Term Loans and/or Tranche 5 Term Loans, in each case, to the Borrower in Dollars in an amount such that (i) such Lender’s Tranche 1 Term Loans outstanding are equal to such Lender’s Tranche 1 Term Loan Commitment as of the Effective Date, (ii) such Lender’s Tranche 2 Term Loans outstanding are equal to such Lender’s Tranche 2 Term Loan Commitment as of the Effective Date, (iii) such Lender’s Tranche 3 Term Loans outstanding are equal to such Lender’s Tranche 3 Term Loan Commitment as of the Effective Date, (iv) such Lender’s Tranche 4 Term Loans outstanding are equal to such Lender’s Tranche 4 Term Loan Commitment as of the Effective Date and (v) such Lender’s Tranche 5 Term Loans outstanding are equal to such Lender’s Tranche 5 Term Loan Commitment as of the Effective Date (and to the extent of (x) any such Term Loans not funded prior to the Effective Date, or (y) any additional funds required by any Lender to effect the applicable reallocation described in Article XVI hereof, each Lender shall make immediately available funds available to the Administrative Agent’s designated account not later than the time specified by the Administrative Agent on the Effective Date). Subject to the terms of this Agreement, the Borrower may borrow, repay and reborrow the Revolving Loans at any time prior to the Revolving Loan Termination Date. Amounts repaid in respect of Term Loans may not be reborrowed. Unless previously terminated, (i) any unfunded Tranche 1 Term Loan Commitments, Tranche 2 Term Loan Commitments, Tranche 3 Term Loan Commitments, Tranche 4 Term Loan Commitments and Tranche 5 Term Loan Commitments shall terminate at 5:00 p.m. (Chicago time) on the Effective Date, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations Commitments shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made terminate on the Closing Date or Revolving Loan Termination Date. The LC Issuer will issue Facility LCs hereunder on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter terms and conditions set forth in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeSection 2.19.

Commitment. During the Commitment Period, subject (a) Subject to the terms and conditions hereofof this Agreement, each Lender severally agrees commits, after the A&R Effective Date until the Commitment Termination Date, to make Loans in Dollars and Foreign Currencies revolving loans (the collectively, “Revolving Loans”) to the Borrower from time to time to the Borrower, in an aggregate amount not to exceed at any time the outstanding amount of such Lender’s Commitment Percentage with respect to the Loans; provided that the Lenders shall not be required to make any Loans hereunder if, after giving effect thereto and to the receipt and application by the Borrower of the proceeds of such Loans, the then aggregate outstanding principal amount of such Loans for would exceed the purposes hereinafter set forthlesser of (a) the Maximum Commitment and (b) the Maximum Advance Amount at such time; provided further that the amount of each Loan required to be made by a Lender shall not exceed its pro rata share (based on its Applicable Percentage) of the amount requested in the related Borrowing Request, subject to Section 2.01(b). Subject to the preceding limitation and the terms and conditions of this Agreement, the Borrower may from time to time and prior to the Commitment Termination Date borrow, prepay, repay and reborrow Loans. (b) The Loans made from time to time pursuant to the Tranche A Commitments hereunder (whether made before, on, or after the A&R Effective Date) are referred to as “Tranche A Loans” and the Loans made from time to time pursuant the Tranche B Commitments hereunder (whether made on or after the A&R Effective Date) are referred to as the “Tranche B Loans.” As of the A&R Effective Date (immediately before giving effect to the Loans, if any, borrowed on the A&R Effective Date), all of the Tranche A Commitments have been utilized, resulting in $240,000,000.00 in aggregate principal amount of Tranche A Loans outstanding, and none of the Tranche B Commitments have been utilized. The Tranche A Loans and Tranche B Loans are pari passu in all respects. Under no circumstances may the aggregate of the (i) with regard Tranche A Loans required to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not be made by a Tranche A Lender exceed the Aggregate Revolving Committed AmountTranche A Commitment of such Tranche A Lender, and (ii) with regard Tranche B Loans required to each be made by a Tranche B Lender individually, exceed the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) Tranche B Commitment of such Tranche B Lender’s Commitment Percentage . All references to Loans herein shall be deemed to include the Tranche A Loans and the Tranche B Loans. Each Tranche B Lender acknowledges and agrees that the amount that it is required to fund in connection with a Borrowing Request may be higher than its pro rata share of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and borrowing (iiibased on its Applicable Percentage) with regard due to the Lenders collectively, requirement that the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Tranche A Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending OfficeTranche A Commitments.

Commitment. During Subject to the Commitment terms and conditions set forth herein, the Swingline Lender agrees to make Swingline Loans to the Parent Borrower, the Dutch Parent Borrower, and the Dutch Subsidiary Borrower and the German Subsidiary Borrower in dollars and Euro and to the Canadian Borrower in Canadian Dollars, in each case, from time to time during the Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not result in (i) except as may be agreed by the Swingline Lender in its sole discretion, the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding $50,000,000the Swingline Commitment (provided that, for the avoidance of doubt, if the Swingline Lender agrees in its sole discretion to make a Swingline Loan in excess of the Swingline Commitment, any such Swingline Loan in excess of the Swingline Commitment shall constitute a Swingline Loan for all purposes of this Agreement and the other Loan Documents), (ii) the Dollar Equivalent of the aggregate principal amount of outstanding Swingline Loans exceeding the Swingline Loan Sublimit, (iii) the Dollar Equivalent of the sum of the total Revolving Exposures exceeding the total Revolving Commitments, (iiiiv ) the USD Only Revolving Exposures exceeding the USD Only Revolving Commitment and (ivv) the USD/Multicurrency Revolving Exposures exceeding the USD/Multicurrency Revolving Commitment; provided that the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and subject to the terms and conditions hereof, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in the amount of such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that (i) with regard to the Lenders collectivelyforth herein, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed Amount, and (ii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving Committed Amount and (iii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of Foreign Currency Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall not exceed the Foreign Currency Sublimit. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, or a combination thereof, as the relevant Borrower may requestborrow, prepay and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, (A) Loans denominated in a Foreign Currency shall consist solely of Eurocurrency Rate Loans and (B) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officereborrow Swingline Loans.

Commitment. During From and including the Commitment Perioddate of this Agreement and prior to the Facility Termination Date, each Lender severally agrees, subject to the terms and conditions hereofset forth in this Agreement, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) to the Borrower from time to time in prior to the amount Facility Termination Date, provided that the making of any such Loan will not cause the total of the outstanding principal balance of all Loans (including Swing Line Loans and Competitive Bid Loans) and the Facility Letter of Credit Obligations to exceed the Aggregate Commitment. Except for Swing Line Loans and Competitive Bid Loans each Lender shall fund its Percentage of each Advance and no Lender will be required to fund any amount, which when aggregated with such Lender’s Commitment Percentage of such Loans for the purposes hereinafter set forth; provided that of: (i) with regard to the Lenders collectivelyall other Advances (other than Competitive Bid Loans) then outstanding, the sum (ii) Facility Letter of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed the Aggregate Revolving Committed AmountCredit Obligations, and (iiiii) with regard to each Lender individuallyall Swing Line Loans, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not would exceed such Lender’s Revolving Committed Amount and (iii) with regard Commitment. Subject to the Lenders collectivelyterms of this Agreement, the aggregate principal Dollar Amount (determined as Borrower may borrow, repay and reborrow at any time prior to the Facility Termination Date. The Commitments of each Lender to lend hereunder shall expire on the Facility Termination Date. The Aggregate Commitment may be increased from time to time by the addition of a new Lender or the increase of the most recent Revaluation Date) Commitment of Foreign Currency Loans plus an existing Lender with the aggregate Dollar Amount (determined consent of only the Borrower, the Administrative Agent, and the new or existing Lender providing such additional Commitment so long as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency shall Aggregate Commitment does not exceed $1,300,000,000 less any voluntary reductions pursuant to Section 2.7. Such increases shall be evidenced by the Foreign Currency Sublimitexecution and delivery of an Amendment Regarding Increase in the form of Exhibit J attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Revolving On the effective date of each such increase in the Aggregate Commitment, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their Percentage of all ratable Advances outstanding at the close of business on such day, by either funding more than its or their Percentage of new ratable Advances made on such date or purchasing shares of outstanding ratable Loans may consist of Base Rate Loans or Eurocurrency Rate Loans, held by the other Lenders or a combination thereof, as the . The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Advances to achieve such result. Borrower may request, and may be repaid and reborrowed in accordance agrees to pay all fees associated with the provisions hereof; provided, however, (A) Loans denominated increase in the Aggregate Commitment including any amounts due under Section 4.4 in connection with any reallocation of LIBOR Advances. In no event will such new or existing Lenders providing the increase be required to fund or purchase a Foreign Currency shall consist solely portion of Eurocurrency Rate Loans and (B) Loans made any Competitive Bid Loan or Swing Line Loan to comply with this Section on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agentsuch date. Eurocurrency Rate Loans denominated in Dollars No Lender shall be made by each Lender at required to increase its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated Commitment in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate Loans shall be made by each Lender at its Domestic Lending Officeconnection with the increase in the Aggregate Commitment herein described.

Commitment. During the Commitment Period, subject Subject to the terms and conditions hereofhereof and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Loans in Dollars and Foreign Currencies (the “Revolving Loans”) available to the Borrower such Lender's Commitment Percentage of revolving credit loans requested by the Borrower in Dollars ("Loans") from time to time in from the amount of Closing Date until the Termination Date, or such Lender’s Commitment Percentage of such Loans earlier date as the Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided provided, however, that (i) with regard to the Lenders collectively, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) amount of outstanding Revolving Loans plus outstanding Swingline Loans plus LOC Obligations plus outstanding Competitive Loans shall not exceed ONE HUNDRED MILLION DOLLARS ($100,000,000) (as such aggregate maximum amount may be reduced from time to time as provided in Section 3.4, the Aggregate Revolving "Committed Amount"); provided, and further, (iii) with regard to each Lender individually, the sum of the aggregate principal Dollar Amount (determined as of the most recent Revaluation Date) of such Lender’s Commitment Percentage of 's outstanding Revolving Loans plus such Lender’s Commitment Percentage of Swingline Loans plus such Lender’s LOC Commitment Percentage of LOC Obligations shall not exceed such Lender’s Revolving 's Commitment Percentage of the Committed Amount Amount, and (iiiii) with regard to the Lenders collectively, the aggregate principal Dollar Amount (determined as amount of the most recent Revaluation Date) of Foreign Currency outstanding Loans plus the aggregate Dollar Amount (determined as of the most recent Revaluation Date) of LOC Obligations in respect of Letters of Credit denominated in a Foreign Currency outstanding shall not exceed the Foreign Currency SublimitCommitted Amount. Revolving Loans may consist of Base Rate Loans or Eurocurrency Rate Eurodollar Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof; provided, however, that (Ax) during the Initial Interest Rate Period, all Eurodollar Loans denominated in a Foreign Currency shall consist solely have an Interest Period of Eurocurrency Rate Loans one (1) month and (By) Loans made on the Closing Date or on any of the three Business Days following the Closing Date may only consist of Base Rate Loans unless the Borrower executes a funding indemnity letter in form and substance satisfactory to the Administrative Agent. Eurocurrency Rate Loans denominated in Dollars shall be made by each Lender at its U.S. Eurocurrency Lending Office. Eurocurrency Rate Loans denominated in a Foreign Currency shall be made by each Lender at its Foreign Currency Eurocurrency Lending Office. Base Rate no more than 7 Eurodollar Loans shall be made by each Lender outstanding hereunder at its Domestic Lending Officeany time. For purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period. Loans hereunder may be repaid and reborrowed in accordance with the provisions hereof.