Common use of Loans and Commitments Clause in Contracts

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof.

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) hereof, each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans in Dollars to the Borrowers Borrower from time to time during the Loan Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will Period, not result in (i) to exceed at any time outstanding such Lender’s ABL Revolving Exposure exceeding 's Percentage of the Commitment, Borrower having the right to borrow, repay and reborrow. Each Request for Credit by Borrower shall be deemed a request for a Loan from each Lender equal to such Lender’s ABL Commitment's Percentage of the aggregate amount so requested, or (ii) the total ABL Revolving Exposures exceeding and such aggregate amount shall be equal to the lesser of (x1) an integral multiple of $1,000,000 and (2) the unused portion of the Commitment. Each repayment of the Loans shall be deemed a repayment of each Lender's Loans equal to such Lender's Percentage of the aggregate ABL Revolving Commitments amount so repaid, and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars aggregate amount so repaid shall be equal to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf lesser of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or an integral multiple of $1,000,000 and (ii) the aggregate unpaid principal amount balance of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent Notes. The obligations of Lenders hereunder are several and the Borrowers shall not requestjoint, and the ABL Revolving Lenders preceding two sentences will give rise to certain inappropriate results if special provisions are not made to accommodate the failure of a Lender to fund a Loan as and when required by this Agreement; therefore, notwithstanding anything herein to the contrary, (I) no Lender shall be under no obligation required to fund, make Loans at any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans one time outstanding in an amount up to the full amount excess of such Lender's Percentage of the FILO Line Cap then in effect. All FILO Credit Extensions Commitment or of the requested Loan and (II) if a Lender fails to make a Loan as and when required hereunder and Borrower subsequently makes a repayment on the Loans, such repayment shall be FILO Loans under split among the FILO Facility non-defaulting Lenders ratably in accordance with their respective Percentages until each Lender has its Percentage of all of the outstanding Loans, and the balance of such repayment shall be divided among all Letters of Credit and Swingline Lenders in accordance with their respective Percentages. The Loans shall constitute ABL Revolving Credit Extensions under be evidenced by the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereofNotes.

Loans and Commitments. (a) [Reserved] (b) Subject to and upon the terms and conditions set forth herein: (a) , each ABL Revolving Tranche A Term Lender agrees, severally and not jointly, agrees to make ABL Revolving on the Effective Date term loans (each a “Tranche A Term Loan”) requested by Borrower hereunder, which Tranche A Term Loans (A) shall be made and maintained in Dollars to the Borrowers from Dollars, (B) shall bear interest in accordance with Section 2.07, (C) may not be reborrowed if repaid, (D) shall not exceed for any Tranche A Term Lender at any time to time during the Availability Period in an that aggregate principal amount requested outstanding which at such time equals the Tranche A Term Loan Commitment of such Tranche A Term Lender at such time, (E) shall not be required to be made by a Borrower any Tranche A Term Lender if, after giving effect thereto, the Aggregate Tranche A Term Loan Exposure would exceed the then applicable Total Tranche A Term Loan Commitment, and (or F) may only be drawn by the Borrower Agent pursuant to one Borrowing on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); andEffective Date. (bc) each FILO Lender agrees, severally Subject to and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to upon the terms and conditions set forth herein (including the Administrative Agent’s authorityherein, in its sole discretion, each Tranche B Term Lender severally agrees to make Protective Advances at any time on or after the Effective Date and prior to the Tranche B Term Loan Commitment Termination Date term loans (each a “Tranche B Term Loan”) requested by Borrower hereunder, which Tranche B Term Loans (A) shall be made and maintained in Dollars, (B) shall bear interest in accordance with Section 2.07, (C) may only be drawn by the Borrower on a date occurring prior to the Tranche B Term Loan Commitment Termination Date, (D) may not be reborrowed if repaid, (E) shall not exceed for any Tranche B Term Lender at any time that aggregate principal amount outstanding which at such time equals the Tranche B Term Loan Commitment of such Tranche B Term Lender at such time, (F) shall not be required to be made by any Tranche B Term Lender if, after giving effect thereto, the Aggregate Tranche B Term Loan Exposure would exceed the then applicable Total Tranche B Term Loan Commitment, (G) may only be drawn by the Borrower pursuant to one Borrowing after the terms Effective Date but prior to the Tranche B Term Loan Commitment Termination Date, (H) may only be drawn if prior to or concurrently with such Borrowing, all of the conditions precedent set forth in Section 2.04)7 have been satisfied or waived, and (I) shall not be required to be made by any Tranche B Term Lender if, after giving effect thereto, the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings Aggregate Term Loan Exposure would exceed the amount then permitted pursuant to Section 4.07(1) of each Borrower regardless of which Borrower received the proceeds thereofSenior Note Indenture at such time.

Loans and Commitments. (a) The Credit Parties and the Lenders acknowledge and agree that as of the date hereof (i) the aggregate principal amount of loans outstanding under the Existing Credit Agreement equals $69,228,791.92, (ii) the aggregate principal amount of loans outstanding under the Existing Credit Agreement owing to each Lender equals the amount set forth opposite such Lender’s name on Schedule I hereto under the column entitled “Prior Loans” and (iii) all outstanding loans under the Existing Credit Agreement are hereby converted into and continued as Loans hereunder (the “Existing Loans”) such that, immediately after giving effect to such conversion, the outstanding principal amount of Loans owing to each Lender hereunder shall be in the amount set forth opposite such Lender’s name on Schedule I under the column entitled “Loans”. Notwithstanding anything set forth herein to the contrary, in order to effect the continuation of the Existing Loans contemplated by the preceding sentence (A) the amount to be funded on or at any time after the Effective Date by each Lender hereunder in respect of its Commitments shall be reduced by the principal amount of such Lender’s Existing Loans under the Existing Credit Agreement outstanding on the Effective Date and (B) the Borrower shall pay or cause to be paid, on the Effective Date, to each Lender the interest that accrued on the Existing Loans to the Effective Date that was unpaid by the Borrower (it being agreed that such accrued and unpaid interest shall be paid by or on behalf of the Borrower to the Existing Administrative Agent, for distribution to the Lenders, and the Administrative Agent may conclusively assume for purposes of maintaining the Register that all such accrued and unpaid interest has been paid on the Effective Date). (b) Subject to the terms and conditions set forth herein: (a) , each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans in Dollars a Loan to the Borrowers from time to time during Borrower on the Availability Period Effective Date in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) equal to such Lender’s ABL Revolving Exposure exceeding Commitment at such time. The Commitments are not revolving and amounts repaid or prepaid may not be re-borrowed under any circumstance. Any portion of the Commitments not drawn by the Borrower on or before 1:00 p.m., New York City time, on the Effective Date shall terminate immediately and without further action. (c) Once borrowed or repaid, the Loans may not be reborrowed, and any Commitment, once terminated or reduced, may not be reinstated. Each Lender’s ABL Commitment, or (ii) Commitment shall automatically and without notice be reduced to zero immediately after the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount funding of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under on the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereofEffective Date.

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) hereof, each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL Revolving Loans in Dollars to the Borrowers Borrower from time to time during the Loan Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will Period, not result in (i) to exceed at any time outstanding such Lender’s ABL Revolving Exposure exceeding 's Percentage of the Available Commitment, Borrower having the right to borrow, repay and reborrow. Each Request for Credit by Borrower shall be deemed a request for a Loan from each Lender equal to such Lender’s ABL Commitment's Percentage of the aggregate amount so requested, or (ii) the total ABL Revolving Exposures exceeding and such aggregate amount shall be equal to the lesser of (x1) an integral multiple of $1,000,000 and (2) the unused portion of the Available Commitment. Each repayment of the Loans shall be deemed a repayment of each Lender's Loans equal to such Lender's Percentage of the aggregate ABL Revolving Commitments amount so repaid, and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars aggregate amount so repaid shall be equal to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf lesser of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or an integral multiple of $1,000,000 and (ii) the aggregate unpaid principal amount balance of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, Notes. The obligations of the Borrower Agent Lenders hereunder are several and the Borrowers shall not requestjoint, and the ABL Revolving Lenders preceding two sentences will give rise to certain inappropriate results if special provisions are not made to accommodate the failure of a Lender to fund a Loan as and when required by this Agreement; therefore, notwithstanding anything herein to the contrary, (I) no Lender shall be under no obligation required to fund, make Loans at any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans one time outstanding in an amount up to the full amount excess of such Lender's Percentage of the FILO Line Cap then in effect. All FILO Credit Extensions Available Commitment or of the requested Loan and (II) if a Lender fails to make a Loan as and when required hereunder and Borrower subsequently makes a repayment on the Loans, such repayment shall be FILO Loans under split among the FILO Facility non-defaulting Lenders ratably in accordance with their respective Percentages until each Lender has its Percentage of all of the outstanding Loans, and the balance of such repayment shall be divided among all Letters of Credit and Swingline Lenders in accordance with their respective Percentages. The Loans shall constitute ABL Revolving Credit Extensions under be evidenced by the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereofNotes.

Loans and Commitments. (a) Subject to and upon the terms and conditions set forth herein: (a) , each ABL Revolving Lender agrees, severally and not jointly, agrees to make ABL at any time on or after the Effective Date and prior to the Revolving Loan Maturity Date revolving loans (each a “Revolving Loan” and, collectively “Revolving Loans”) to the Borrower, which Revolving Loans (A) shall be made and maintained in Dollars Dollars, (B) shall bear interest in accordance with Section 2.07, (C) may only be incurred on a date occurring prior to the Borrowers from Revolving Loan Maturity Date, (D) may be repaid and reborrowed in accordance with the provisions hereof, (E) shall not exceed for any Revolving Lender at any time to time during the Availability Period in an that aggregate principal amount requested by a Borrower outstanding which, when added to such Revolving Lender’s Revolving Percentage of all Letter of Credit Outstandings (or exclusive of Unpaid Drawings which are repaid with the Borrower Agent on behalf proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) at such time, equals the Revolving Loan Commitment of such BorrowerRevolving Lender at such time and (F) that will shall not result in (i) such Lender’s ABL be required to be made by any Revolving Lender if, after giving effect thereto, the Aggregate Revolving Exposure exceeding such Lender’s ABL would exceed the then applicable Total Revolving Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and. (b) each FILO Lender agrees, severally Subject to and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to upon the terms and conditions set forth herein herein, each Tranche A Term Lender severally agrees to make at any time on or after the Third Amendment Effective Date and prior to the Tranche A Term Loan Commitment Termination Date term loans (including each a “Tranche A Term Loan”) requested by Borrower hereunder, which Tranche A Term Loans (A) shall be made and maintained in Dollars, (B) shall bear interest in accordance with Section 2.07, (C) may only be incurred on a date occurring prior to the Tranche A Term Loan Commitment Termination Date, (D) may not be reborrowed if repaid, (E) shall not exceed for any Tranche A Term Lender at any time that aggregate principal amount outstanding which at such time equals the Tranche A Term Loan Commitment of such Tranche A Term Lender at such time, (F) shall not be required to be made by any Tranche A Term Lender if, after giving effect thereto, the Aggregate Tranche A Term Loan Exposure would exceed the then applicable Total Tranche A Term Loan Commitment, (G) may only be drawn by the Borrower pursuant to one Borrowing on the Third Amendment Effective Date and two additional Borrowings after the Third Amendment Effective Date but prior to the Tranche A Term Loan Commitment Termination Date and (H) shall not be required to be made by any Tranche A Term Lender if, after giving effect thereto, the Aggregate Term Loan Exposure would exceed the amount then permitted pursuant to Section 4.07(1) of the Senior Note Indenture minus the amount of the Total Revolving Commitment at such time. (c) Subject to and upon the terms and conditions set forth herein, each Tranche B Term Lender severally agrees to make at any time on or after the Third Amendment Effective Date and prior to the Tranche B Term Loan Commitment Termination Date term loans (each a “Tranche B Term Loan”) requested by Borrower hereunder, which Tranche B Term Loans (A) shall be made and maintained in Dollars, (B) shall bear interest in accordance with Section 2.07, (C) may only be drawn by the Borrower on a date occurring prior to the Tranche B Term Loan Commitment Termination Date, (D) may not be reborrowed if repaid, (E) shall not exceed for any Tranche B Term Lender at any time that aggregate principal amount outstanding which at such time equals the Tranche B Term Loan Commitment of such Tranche B Term Lender at such time, (F) shall not be required to be made by any Tranche B Term Lender if, after giving effect thereto, the Aggregate Tranche B Term Loan Exposure would exceed the then applicable Total Tranche B Term Loan Commitment, (G) may only be drawn by the Borrower pursuant to one Borrowing after the Third Amendment Effective Date but prior to the Tranche B Term Loan Commitment Termination Date, (H) may only be drawn if prior to or concurrently with such Borrowing, the Total Revolving Commitment is terminated and all Obligations to the Issuing Lender, the Revolving Lenders and the Administrative Agent’s authorityAgent have been, or are concurrently, paid in its sole discretionfull in cash or, with respect to make Protective Advances each Letter of Credit outstanding at such time, cash collateralized in accordance with the provisions of Section 5.02(a) with respect to such Letter of Credit and (I) shall not be required to be made by any Tranche B Term Lender if, after giving effect thereto, the Aggregate Term Loan Exposure would exceed the amount then permitted pursuant to Section 4.07(1) of the terms Senior Note Indenture minus the amount of Section 2.04), the Borrowers may borrow, repay and reborrow Total Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereofCommitment at such time.

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such LenderXxxxxx’s ABL Revolving Exposure exceeding such LenderXxxxxx’s ABL Revolving Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”)Cap less the Availability Block; and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during on the Availability Period Closing Date in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding equal to such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject to the terms and conditions set forth herein (including the Administrative Agent’s authority, in its sole discretion, to make Protective Advances pursuant to the terms of Section 2.04), the Borrowers may borrow, repay and reborrow ABL Revolving Loans. Amounts borrowed in respect of the FILO Commitments and subsequently repaid or prepaid may not be reborrowed. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds thereof.

Loans and Commitments. Subject to the terms and conditions set forth herein: (a) each ABL Revolving Lender agrees, severally and not jointly, to make ABL Revolving Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such Lender’s ABL Revolving Exposure exceeding such Lender’s ABL Commitment, or (ii) the total ABL Revolving Exposures exceeding the lesser of (x) the aggregate ABL Revolving Commitments and (y) the ABL Borrowing Base (such lesser amount, the “ABL Line Cap”); and (b) each FILO Lender agrees, severally and not jointly, to make FILO Loans in Dollars to the Borrowers from time to time during the Availability Period in an aggregate principal amount requested by a Borrower (or the Borrower Agent on behalf of such Borrower) that will not result in (i) such FILO Lender’s FILO Loans exceeding such FILO Lender’s FILO Commitment, or (ii) the aggregate principal amount of FILO Loans outstanding exceeding the FILO Line Cap;[reserved]; provided that, in each case, the Borrower Agent and the Borrowers shall not request, and the ABL Revolving Lenders shall be under no obligation to fund, any ABL Revolving Loan unless the Borrowers have borrowed FILO Loans in an amount up to the full amount of the FILO Line Cap then in effect. All FILO Credit Extensions shall be FILO Loans under the FILO Facility and all Letters of Credit and Swingline Loans shall constitute ABL Revolving Credit Extensions under the ABL Revolving Facility. Within the foregoing limits and subject Subject to the terms and conditions set forth herein (including Sections 4.01 and 4.02), and relying upon the representations and warranties set forth herein, each Lender with a Refinanced Commitment shall be deemed, on the Effective Date, to have made a loan to the Borrower (each such loan, a “Refinanced Loan”) in an aggregate amount equal to such Lender’s Refinanced Commitment. The Administrative Agent’s authority, in its sole discretionthe Lenders and the Credit Parties each acknowledges and agrees that the Refinanced Loans shall be deemed funded on the Effective Date without any actual funding and the Refinanced Commitment of each Lender shall terminate immediately and automatically after the deemed making of the Refinanced Loan. The Borrower acknowledges and agrees that the full proceeds of the Refinanced Loans have been disbursed by the Lenders to the Borrower. The Refinanced Loans shall initially be made as Eurodollar Loans with an Interest Period of three months. Once repaid, the Refinanced Loans may not be reborrowed, and any Refinanced Commitment, once terminated, may not be reinstated. (b) Subject to the terms and conditions set forth herein (including Sections 4.01 and 4.02), and relying upon the representations and warranties set forth herein, each Lender with a New Money Commitment agrees, severally and not jointly, to make Protective Advances loans to the Borrower (each such loan, a “New Money Loan”) in Dollars on any Business Day on or following the Effective Date and during the Availability Period in an aggregate amount not to exceed its New Money Commitment at such time; provided that the aggregate amount of each such Borrowing shall not be less than $500,000 (or, if less, the aggregate amount of the remaining New Money Commitments), and, in any event, in an aggregate amount for each such Borrowing not to exceed the aggregate New Money Commitments at such time. The amount of each Lender’s New Money Loan as part of any such Borrowing shall equal its pro rata share of such Borrowing. (c) Proceeds of the New Money Loans shall be used and distributed by the Borrower solely as permitted herein. Once borrowed or repaid, the New Money Loans may not be reborrowed, and any New Money Commitment, once terminated or reduced, may not be reinstated. The aggregate amount of the New Money Commitments shall be reduced by the amount of each Borrowing of New Money Loans made hereunder immediately upon the funding thereof, and the amount of each Lender’s applicable New Money Commitment shall be automatically and permanently reduced by the amount of the related New Money Loan funded by such Lender pursuant to Section 2.02(b) immediately upon the terms of Section 2.04), the Borrowers may borrow, repay and reborrow Revolving Loans. All Borrowers shall be jointly and severally liable as borrowers for all Borrowings of each Borrower regardless of which Borrower received the proceeds funding thereof.