Common use of Making of Non-Ratable Loans Clause in Contracts

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, elect to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank Xxxxx Fargo as Lender shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Xxxxx Fargo pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an account of the BorrowerBorrowers, designated in writing by the Borrower Borrowers and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank Xxxxx Fargo solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank Xxxxx Fargo to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 Section Six will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Excess Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 Section Six have been satisfied or the requested Borrowing would exceed the Excess Availability on the Funding Date applicable thereto prior to making, in its sole discretion, a request that Xxxxx Fargo fund any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event If the Agent shall elect, with the consent of the Bank, elects to have the terms of this Section 2.2(h) 2.1.3 apply to a Floating Rate Advance requested Borrowing as described by the Borrower in order to fund such Floating Rate Advance pursuant to this Section 2.2(f)2.1.3 instead of Section 2.7, the Bank Non-Ratable Lender shall make a Revolving Loan Floating Rate Advance in the amount of such requested available to the Borrower on the applicable Borrowing (any such Revolving Loan Date by transferring same day funds to the Borrower’s funding account. Each Advance made solely by the Bank Non-Ratable Lender pursuant to this Section 2.2(h) being 2.1.3 is referred to in this Agreement as a “Non-Ratable Loan,” and such Revolving Loans being Advances are referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans Advances funded by the Lenders, except that all payments thereon shall be payable to the Bank Non-Ratable Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The Agent shall not request the Bank Non-Ratable Lender to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 IV will not be satisfied on the requested Funding Borrowing Date for the applicable BorrowingNon-Ratable Loan, or (B) the requested Borrowing would exceed Non-Ratable Loan exceeds the Availability on Available Aggregate Revolving Loan Commitment (before giving effect to such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. ) or would cause the Aggregate Outstanding Credit Exposure (iiafter giving effect to such Non-Ratable Loan) to exceed the Borrowing Base on the applicable Borrowing Date, or would cause the Aggregate Outstanding Credit Exposure (after giving effect to such Non-Ratable Loan) to exceed the Aggregate Revolving Loan Commitment on the applicable Borrowing Date. The Non-Ratable Loans shall be secured by the Agent’s Liens granted to the Agent in and to the Collateral, Collateral and shall constitute Revolving Loans and Secured Obligations hereunder, and . All Non-Ratable Loans shall bear interest at the rate applicable be Floating Rate Advances. Each Lender shall participate in each Non-Ratable Loan in an amount equal to the Revolving Loans from time to timeits Pro Rata Share thereof.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the BankBank of America, to have the terms of this Section subparagraph 2.2(h) apply to a requested Borrowing as described in Section subparagraph 2.2(f), the Bank of America shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank of America pursuant to this Section subparagraph 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an account of the BorrowerBorrowers, designated in writing by the Borrower Borrowers and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank of America solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank of America to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 Section Six will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Excess Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 Section Six have been satisfied or the requested Borrowing would exceed the Excess Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Base Rate Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, elect to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank Wxxxx Fargo as Lender shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Wxxxx Fargo pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an account of the BorrowerBorrowers, designated in writing by the Borrower Borrowers and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank Wxxxx Fargo solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank Wxxxx Fargo to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 Section Six will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Excess Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 Section Six have been satisfied or the requested Borrowing would exceed the Excess Availability on the Funding Date applicable thereto prior to making, in its sole discretion, a request that Wxxxx Fargo fund any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i1) In If the event the Administrative Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)US Borrowing, the Bank shall make a US Revolving Loan in the amount of that US Borrowing available to the US Borrower on the applicable Funding Date by transferring same day funds to US Borrower’s Designated Account or, in the case of US Revolving Loans made on the Closing Date, to such Borrowing (any such accounts as designated by the US Borrower Representative in writing. Each US Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “Non-Ratable Loan” ”, and such US Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ,” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other US Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time to all US Borrowers shall not exceed the Dollar Equivalent of $5,000,000. The Administrative Agent shall not request the Bank to make any Non-Ratable Loan if (Al) the Administrative Agent shall have has received written notice from any US Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable US Borrowing, or (B2) the requested US Borrowing would exceed the US Availability or Total Excess Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii2) The Non-Ratable Loans to the US Borrowers shall be secured by the Agent’s US Agents’ Liens in and to the Collateral, US Collateral and shall constitute US Base Rate Revolving Loans and Obligations of the US Borrowers hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the BankBank of America, to have the terms of this subsection Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank of America shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank of America pursuant to this Section 2.2(hsubsection (i) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank of America solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank of America to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 ARTICLE X will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding DateDate or cause the Aggregate Revolver Outstandings to exceed the Maximum Revolver Amount. The Agent Bank of America shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 ARTICLE X have been satisfied or the requested Borrowing would exceed the Availability or cause the Aggregate Revolver Outstandings to exceed the Maximum Revolver Amount on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section SECTION 2.2(h) apply to a requested Borrowing as described in Section SECTION 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section SECTION 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and reasonably acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article ARTICLE 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article ARTICLE 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate rates applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Administrative Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Administrative Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Administrative Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Administrative Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Administrative Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Administrative Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event If the Agent shall electelects, with the consent of the BankBank of America, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank of America shall make a Revolving Loan in the amount of such that Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower on the applicable Funding Date applicable thereto by transferring same day funds to an the Designated Account or such other general operating account of the Borrower, designated in writing by Borrower or a Guarantor as the Borrower may designate in writing. Each Revolving Loan made solely by Bank of America pursuant to this Section is herein referred to as a "Non-Ratable Loan", and acceptable such Revolving Loans are collectively referred to as the Agent. "Non-Ratable Loans." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank of America solely for its own account (and for the account account. The aggregate principal amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $60,000,000. The Agent shall not request the Bank of America to make any Non-Ratable Loan if (A1) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Revolving Loans and Obligations hereunder. Each provision of Section 1.2 applicable to Base Rate Loans (other than provisions relating to the initial funding of such Loans by the Lenders) shall be applicable to Non-Ratable Loans; provided, and however, that Non-Ratable Loans shall bear interest at the rate applicable agreed to between the Revolving Loans from time to timeBorrower and Bank of America (provided that in the absence of any agreed upon interest rate, such Non-Ratable Loan shall bear interest at the Base Rate plus the Applicable Margin).

Making of Non-Ratable Loans. (i) In the event the If Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of such that Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to Borrowers' Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “"Non-Ratable Loan” ", and such Revolving Loans being are collectively referred to collectively as “the "Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $5,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder. Upon Settlement of such Non-Ratable Loans pursuant to Section 12.15 hereof, and such Loans shall bear interest at the rate applicable to the constitute Revolving Loans from time to timefor all purposes hereunder, including, without limitation, Section 2.2(a)(i) hereof.

Making of Non-Ratable Loans. (iA) In the event If the Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(i) apply to a requested Borrowing as described in Section 2.2(f)of Revolving Loans, the Bank shall make a Revolving Loan in the amount of such that Borrowing (any such available to the applicable Borrower on the applicable Funding Date by transferring same day funds to the Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h1.2(i) being is herein referred to as a “Non-Ratable Loan” ”, and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $50,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) the Aggregate Revolver Outstandings, after giving effect to the requested Borrowing Borrowing, would exceed the Availability Borrowing Base on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (iiB) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Obligations hereunder. The Non-Ratable Loans shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the or LIBOR Rate Revolving Loans from time to timeas requested by the applicable Borrower in the applicable Notice of Borrowing (and if not specified, Base Rate Revolving Loans).

Making of Non-Ratable Loans. (i) In the event If the Agent shall elect, with the consent of the Bank, elects to have the terms of this Section 2.2(h) 2.1.3 apply to a Floating Rate Advance requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Borrower in order to fund such Floating Rate Advance pursuant to this Section 2.2(h) being referred to as a “2.1.3 instead of Section 2.7, the Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) Lender shall make a Floating Rate Advance in the amount requested available to the Borrower on the Funding applicable Borrowing Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing 's funding account. Each Advance made solely by the Borrower Non-Ratable Lender pursuant to this Section 2.1.3 is referred to in this Agreement as a "Non-Ratable Loan," and acceptable such Advances are referred to as the Agent. "Non-Ratable Loans." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans Advances funded by the Lenders, except that all payments thereon shall be payable to the Bank Non-Ratable Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The Agent shall not request the Bank Non-Ratable Lender to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 IV will not be satisfied on the requested Funding Borrowing Date for the applicable BorrowingNon-Ratable Loan, or (B) the requested Borrowing would exceed Non-Ratable Loan exceeds the Availability on Available Aggregate Revolving Loan Commitment (before giving effect to such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. ) or would cause the Aggregate Outstanding Credit Exposure (iiafter giving effect to such Non-Ratable Loan) to exceed the Borrowing Base on the applicable Borrowing Date, or would cause the Aggregate Outstanding Credit Exposure (after giving effect to such Non-Ratable Loan) minus the portion thereof constituting Term Loans to exceed the Aggregate Revolving Loan Commitment on the applicable Borrowing Date. The Non-Ratable Loans shall be secured by the Agent’s Liens granted to the Agent in and to the Collateral, Collateral and shall constitute Revolving Loans and Secured Obligations hereunder, and . All Non-Ratable Loans shall bear interest at the rate applicable be Floating Rate Advances. Each Lender shall participate in each Non-Ratable Loan in an amount equal to the Revolving Loans from time to timeits Pro Rata Share thereof.

Making of Non-Ratable Loans. (i1) In If the event the Administrative Agent shall elect, with the consent of the Bank, elects to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)US Borrowing, the Bank Administrative Agent shall make a US Revolving Loan in the amount of that US Borrowing available to the US Borrower on the applicable Funding Date by transferring same day funds to the Designated Account (or Designated Accounts) set forth in the Notice of Borrowing or, in the case of US Revolving Loans made on the Closing Date, to such Borrowing (any such accounts as designated by the US Borrower Representative in writing. Each US Revolving Loan made solely by the Bank Administrative Agent pursuant to this Section 2.2(h) being is herein referred to as a “Non-Ratable Loan” ”, and such US Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other US Revolving Loans except that all payments thereon shall be payable to the Bank Administrative Agent solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time to all US Borrowers shall not exceed the Dollar Equivalent of $30,000,000. The Administrative Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Administrative Agent shall have has received written notice from any US Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable US Borrowing, or (B2) the requested US Borrowing would exceed the US Availability or Total Excess Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii2) The Non-Ratable Loans to the US Borrowers shall be secured by the Agent’s US Agents’ Liens in and to the Collateral, US Collateral and shall constitute US Base Rate Revolving Loans and Obligations of the US Borrowers hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event Subject to Section 2.1(f), if the Agent shall electelects, with the consent of the BankBank One, to have the terms of this Section 2.2(h2.1(h) apply to a requested Borrowing as described in Section 2.2(f)Floating Rate Advance requested by any U.S. Borrower, the Bank One shall make a Revolving Loan an Advance in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) requested available to the Borrower U.S. Borrowers on the Funding applicable Borrowing Date applicable thereto by transferring same day funds to an account of the Borrower, designated applicable Funding Account. Each advance made solely by Bank One pursuant to this Section 2.1(h) is referred to in writing by this Agreement as a "Non-Ratable Loan," and such Advances are referred to as the Borrower and acceptable to the Agent. "Non-Ratable Loans." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans Advances funded by the Lenders, except that all payments thereon shall be payable to the Bank One solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $10,000,000. The Agent shall not request the Bank One to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 4 will not be satisfied on the requested Funding Borrowing Date for the applicable BorrowingNon-Ratable Loan, or (B) the requested Borrowing would exceed Non-Ratable Loan exceeds the Unused Availability on (before giving effect to such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. ) or would cause the Aggregate Outstanding Revolving Credit Exposure (iiafter giving effect to such Non-Ratable Loan) to exceed the Aggregate Revolving Commitment on the applicable Borrowing Date. The Non-Ratable Loans shall be secured by the Agent’s Liens granted to the Agent in and to the Collateral, Facility Collateral and shall constitute Revolving Loans and Obligations hereunder, and . All Non-Ratable Loans shall bear interest at the rate applicable to the Revolving Loans from time to timebe Floating Rate Advances.

Making of Non-Ratable Loans. (iA) In the event the If Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of such that Borrowing (any such available to the Borrower on the applicable Funding Date by transferring same day funds to Borrower's Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “"Non-Ratable Loan” ", and such Revolving Loans being are collectively referred to collectively as “the "Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $5,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 8 have been satisfied or the requested Borrowing would exceed the Availability on the that Funding Date applicable thereto prior to making, in its sole discretion, any requesting the Bank to make a Non-Ratable Loan. (iiB) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In If the event the Administrative Agent shall electelects, with the consent of the BankBofA, in its capacity as a Lender, to have the terms of this Section 2.2(h2.2(i) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank BofA shall make a Revolving Loan in the amount of such requested Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to the Funding Account or as otherwise requested by the applicable Borrower in accordance with Section 2.2(c)(i)(E). Each Revolving Loan made solely by the Bank BofA pursuant to this Section 2.2(h2.2(i) being is referred to hereinafter as a “Non-Ratable Loan,” and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments of principal and interest thereon shall be payable to the Bank BofA solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $10,000,000. The Administrative Agent shall not request the Bank BofA to make any Non-Ratable Loan if (A) the Administrative Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 9 will not be satisfied on the requested Funding Date for the applicable Borrowing, Borrowing or (B) the requested Administrative Agent has actual knowledge (based solely on the Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required Base Certificate most recently delivered to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied it or written notice from any Lender thereof) that the requested Borrowing would exceed exceeds the Unused Availability on the applicable Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) giving effect to such requested Borrowing. The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In Except in the case of LIBOR Rate Revolving Loans requested by a Borrower, in the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an the deposit account of the BorrowerBorrowers, designated in writing by the Borrower and acceptable pursuant to the AgentSection 2.2(c). Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding DateAgent has received notice that a Default exists under Section 9.26. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, elect to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank Xxxxx Fargo as Lender shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Xxxxx Fargo pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an account of the BorrowerBorrowers, designated in writing by the Borrower Borrowers and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank Xxxxx Fargo solely for its own account (and for the account of the - 41 - 116549.01087/134240171v.5 holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank Xxxxx Fargo to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 Section Six will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Excess Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 Section Six have been satisfied or the requested Borrowing would exceed the Excess Availability on the Funding Date applicable thereto prior to making, in its sole discretion, a request that Xxxxx Fargo fund any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall ---------------------------- elect, with the consent of the Bank, to have the terms of this Section 2.2(h) --------------- apply to a requested Borrowing as described in Section 2.2(f), the Bank shall --------------- make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “--------------- "Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the applicable Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the applicable Borrower, designated in writing by the applicable Borrower and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will ---------- not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the ----------- requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In Except in the case of LIBOR Rate Revolving Loans requested by a Borrower, in the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section SECTION 2.2(h) apply to a requested Borrowing as described in Section SECTION 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section SECTION 2.2(h) being referred to as a “Non"NON-Ratable Loan” RATABLE LOAN" and such Revolving Loans being referred to collectively as “Non"NON-Ratable Loans”RATABLE LOANS") available to the Borrower Borrowers on the Funding Date applicable thereto by transferring same day funds to an the deposit account of the BorrowerBorrowers, designated in writing by the Borrower and acceptable pursuant to the AgentSECTION 2.2(c). Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article ARTICLE 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding DateAgent has received notice that a Default exists under SECTION 9.26. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article ARTICLE 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the BankFleet, to have the terms of this Section 2.2(h2.9(c) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank Fleet shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Fleet pursuant to this Section 2.2(h2.9(c) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”Loan") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an the account of the such Borrower, designated in writing by the Borrower and acceptable pursuant to the AgentSection 2.4. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank Fleet solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank Fleet to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 9 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability Revolving Credit Commitment on such Funding Date. The Agent Fleet shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 9 have been satisfied or the requested Borrowing would exceed the Availability Revolving Credit Commitment on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event If the Agent shall electelects, with the --------------------------- consent of the Bank, to have the terms of this Section 2.2(h1.2(i) apply to -------------- a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of such requested Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to the Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h1.2(i) being is referred to hereinafter as a “-------------- "Non-Ratable Loan” ", and such Revolving Loans being are collectively referred ---------------- to collectively as “the "Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ." Each Non-Ratable Loan shall be subject ----------------- to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $5,000,000. Subject to the second proviso of Section 11.1(a), the Agent shall not request the --------------- Bank to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on --------- the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such the applicable Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an a deposit account of the Borrower, Borrower designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent Bank shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event If the Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of that Borrowing available to the applicable Borrower on the applicable Funding Date by transferring same day funds to such Borrowing (any such Borrower’s Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “Non-Ratable Loan” ”, and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account account. The aggregate amount of the holder of Non- Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $10,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Agent shall have has received written notice from any Revolving Credit Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, and such conditions have not been waived in accordance with this Agreement or (B2) the requested Borrowing by FMC or FRC would exceed the its Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the a Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the such Borrower, designated in writing by the such Borrower and acceptable to the Agent. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent Bank shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the If Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall shall, in its sole discretion, make a Revolving Loan in the amount of that Borrowing available to the applicable U.S. Borrower on the applicable Funding Date by transferring same day funds to such Borrowing (any such U.S. Borrower’s Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “Non-Ratable Loan” ”, and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed ten percent (and for the account 10%) of the holder of any participation interest with respect to such Revolving Loan)Total Facility Amount. The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any U.S. Borrower or any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Revolving Base Rate Loans and Obligations hereunder. (iii) Each U.S. Lender shall automatically be deemed to have irrevocably and unconditionally purchased, and shall bear interest at the rate applicable to the Revolving Loans from time to timewithout recourse or warranty, a participation in each Non-Ratable Loan when made based on such U.S. Lender’s Pro Rata Share.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(hSECTION 2.2(H) apply to a requested Borrowing as described in Section 2.2(fSECTION 2.2(F), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(hSECTION 2.2(H) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the applicable Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the applicable Borrower, designated in writing by the applicable Borrower and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article ARTICLE 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability for the applicable Borrower or Total Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article ARTICLE 10 have been satisfied or the requested Borrowing would exceed the Availability for the applicable Borrower or Total Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an a deposit account of the Borrower, Borrower designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date, or (C) after giving effect to such requested Non-Ratable Loan, the aggregate outstanding amount of Non-Ratable Loans would exceed $5,000,000. The Agent Bank shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (iie) The Non-Ratable Loans shall be secured by Section 2.2(i)(i) of the Agent’s Liens Loan Agreement is hereby amended and restated in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.its entirety as follows:

Making of Non-Ratable Loans. (i) In the event the If Administrative Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(hSECTION 1.2(k) apply to a requested Borrowing as described in Section 2.2(f)of US Revolving Loans, the Bank shall make a Revolving Loan in the amount of such that Borrowing (any such available to the applicable Borrower on the applicable Funding Date by transferring same day funds to the applicable Borrower's Designated Account. Each US Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “"Non-Ratable Loan” ," and such Revolving Loans being are collectively referred to collectively as “the "Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $5,000,000 or the Foreign Currency Equivalent thereof. The Administrative Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Administrative Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 ARTICLE 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) the requested Borrowing would exceed the US Availability on such that Funding Date. The Administrative Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 ARTICLE 8 have been satisfied or the requested Borrowing would exceed the US Availability on the that Funding Date applicable thereto prior to making, in its sole discretion, any requesting the Bank to make a Non-Ratable Loan. (ii) The . For the avoidance of doubt, the concept of Non-Ratable Loans shall be secured by the Agent’s Liens in and inapplicable to the Collateral, UK Borrowers since the UK Lender only shall constitute make the UK Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to timeLoans.

Making of Non-Ratable Loans. (i) In the event If the Agent shall electelects, with the consent of the Bank (which may be granted or withheld in the Bank’s sole discretion), to have the terms of this Section 2.2(h2.01(b)(ix) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of such requested Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to the Funding Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h2.01(b)(ix) being is referred to hereinafter as a “Non-Ratable Loan,” and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments of principal and interest thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 IV will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed exceeds the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Unused Availability on the applicable Funding Date applicable thereto prior to making, in its sole discretion, any giving effect to such requested Borrowing or (C) the aggregate outstanding amount of Non-Ratable Loans would exceed Thirty-Five Million Dollars ($35,000,000) upon the making of such Non-Ratable Loan. (ii) . The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In If the event the Administrative Agent shall electelects, with the consent of the BankBofA, in its capacity as a Revolving Lender, to have the terms of this Section 2.2(h2.2(i) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank BofA shall make a Revolving Loan in the amount of such requested Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to the Funding Account or as otherwise requested by the applicable Borrower in accordance with Section 2.2(c)(i)(E). Each Revolving Loan made solely by the Bank BofA pursuant to this Section 2.2(h2.2(i) being is referred to hereinafter as a “Non-Ratable Loan,” and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments of principal and interest thereon shall be payable to the Bank BofA solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $10,000,000. The Administrative Agent shall not request the Bank BofA to make any Non-Ratable Loan if (A) the Administrative Agent shall have has received written notice from any Revolving Lender that one or more of the applicable conditions precedent set forth in Article 10 9 will not be satisfied on the requested Funding Date for the applicable Borrowing, Borrowing or (B) the requested Administrative Agent has actual knowledge (based solely on the Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required Base Certificate most recently delivered to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied it or written notice from any Revolving Lender thereof) that the requested Borrowing would exceed exceeds the Unused Availability on the applicable Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) giving effect to such requested Borrowing. The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (iA) In the event If the Agent shall elect, with the consent of the Bank, elects to have the terms of this Section 2.2(h1.2(i) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank Agent shall make a Revolving Loan in the amount of such that Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to Administrative Borrower's Designated Account. Each Revolving Loan made solely by the Bank Agent pursuant to this Section 2.2(h) being is herein referred to as a “"Non-Ratable Loan” ", and such Revolving Loans being are collectively referred to collectively as “the "Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. ." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank Agent solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $10,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A1) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) the requested Borrowing would exceed the Availability on such that Funding Date. The , or (3) the Co-Agent shall has not otherwise be required consented in writing to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any making of such Non-Ratable Loan. (iiB) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Revolving Base Rate Loans and Obligations hereunder, and shall bear interest at the rate applicable . (C) Notwithstanding anything to the Revolving contrary set forth herein, from the period beginning on the Closing Date and ending on the Transition Period End Date, the Agent shall not make any Non-Ratable Loans. On and after the Transition Period End Date, the SP Successor Agent shall have the discretion to make Non-Ratable Loans from time to timein accordance with this Section 1.2(i).

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a -------------- requested Borrowing as described in Section 2.2(f), the Bank shall -------------- make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) -------------- being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an a deposit account of the Borrower, Borrower designated in writing by the Borrower and acceptable to the Agent. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be ---------- satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent Bank shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 ---------- have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(h) apply to a requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the applicable Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the applicable Borrower, designated in writing by the applicable Borrower and acceptable to the Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (iA) In the event the If Administrative Agent shall electelects, with the consent of the BankBank of America, to have the terms of this Section 2.2(h1.2(i) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank of America shall make a Revolving Loan in the amount of such that Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being referred to as a “Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) available to the Borrower Borrowers on the applicable Funding Date applicable thereto by transferring same day funds to an account the Designated Account. Each Revolving Loan made solely by Bank of America pursuant to this Section is herein referred to as a "Non-Ratable Loan," and all such Revolving Loans are collectively referred to as the Borrower, designated in writing by the Borrower and acceptable to the Agent. "Non-Ratable Loans." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank of America solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $10,000,000. Administrative Agent shall not request the Bank of America to make any Non-Ratable Loan Loan, and Bank of America shall not make any Non-Ratable Loan, if (A1) the Administrative Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B2) based upon the information then known to Administrative Agent, the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (iiB) The Non-Ratable Loans shall be secured by the Administrative Agent’s 's Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event If the Agent shall elect, with the consent of the Bank, elects to have the terms of this Section 2.2(h) 2.1.3 apply to a Floating Rate Advance requested Borrowing as described in Section 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank Borrower in order to fund such Floating Rate Advance pursuant to this Section 2.2(h) being referred to as a “2.1.3 instead of Section 2.7, the Non-Ratable Loan” and such Revolving Loans being referred to collectively as “Non-Ratable Loans”) Lender shall make a Floating Rate Advance in the amount requested available to the Borrower on the Funding applicable Borrowing Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing 's funding account. Each Advance made solely by the Borrower Non-Ratable Lender pursuant to this Section 2.1.3 is referred to in this Agreement as a "Non-Ratable Loan," and acceptable such Advances are referred to as the Agent. "Non-Ratable Loans." Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans Advances funded by the Lenders, except that all payments thereon shall be payable to the Bank Non-Ratable Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan)account. The Agent shall not request the Bank Non-Ratable Lender to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 IV will not be satisfied on the requested Funding Borrowing Date for the applicable BorrowingNon-Ratable Loan, or (B) the requested Borrowing would exceed Non-Ratable Loan exceeds the Availability on Available Aggregate Revolving Loan Commitment (before giving effect to such Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. ) or would cause the Aggregate Outstanding Credit Exposure (iiafter giving effect to such Non-Ratable Loan) to exceed the Borrowing Base on the applicable Borrowing Date, or would cause the Aggregate Outstanding Credit Exposure (after giving effect to such Non-Ratable Loan) minus the Aggregate Pre-Funded Letter of Credit Commitment to exceed the Aggregate Revolving Loan Commitment on the applicable Borrowing Date. The Non-Ratable Loans shall be secured by the Agent’s Liens granted to the Agent in and to the Collateral, Collateral and shall constitute Revolving Loans and Secured Obligations hereunder, and . All Non-Ratable Loans shall bear interest at the rate applicable be Floating Rate Advances. Each Lender shall participate in each Non-Ratable Loan in an amount equal to the its Revolving Loans from time to timeLoan Pro Rata Share thereof.

Making of Non-Ratable Loans. (i) In the event the Lenders' Agent shall elect, with the consent of the Bank, to have the terms of this Section 2.2(hSECTION 2.2(e) apply to a requested Borrowing as described in Section 2.2(fSECTION 2.2(d), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section 2.2(hSECTION 2.2(e) being referred to as a “Non"NON-Ratable Loan” RATABLE LOAN" and such Revolving Loans being referred to collectively as “Non"NON-Ratable Loans”RATABLE LOANS") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the BorrowerBorrowers' Agent, designated in writing by the Borrower Borrowers' Agent and acceptable to the Lenders' Agent. Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Lenders' Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Lenders' Agent shall have received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 will SECTION 11.1 or SECTION 11.2, as applicable, shall not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such Funding Date. The Lenders' Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 SECTION 11.1 or SECTION 11.2, as the case may be, have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Lenders' Agent’s 's Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.

Making of Non-Ratable Loans. (i) In the event the If Agent shall electelects, with the consent of the Bank, to have the terms of this Section 2.2(h1.2(h) apply to a requested Borrowing as described in Section 2.2(f)Borrowing, the Bank shall make a Revolving Loan in the amount of such that Borrowing (any such available to the Borrowers on the applicable Funding Date by transferring same day funds to Borrowers’ Designated Account. Each Revolving Loan made solely by the Bank pursuant to this Section 2.2(h) being is herein referred to as a “Non-Ratable Loan” ”, and such Revolving Loans being are collectively referred to collectively as the “Non-Ratable Loans”) available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent. .” Each Non-Ratable Loan shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account account. The aggregate amount of the holder of Non-Ratable Loans outstanding at any participation interest with respect to such Revolving Loan)time shall not exceed $5,000,000. The Agent shall not request the Bank to make any Non-Ratable Loan if (A) the Agent shall have has received written notice from any Lender that one or more of the applicable conditions precedent set forth in Article 10 8 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (B) the requested Borrowing would exceed the Availability on such that Funding Date. The Agent shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article 10 have been satisfied or the requested Borrowing would exceed the Availability on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, Collateral and shall constitute Base Rate Revolving Loans and Obligations hereunder. Upon Settlement of such Non-Ratable Loans pursuant to Section 12.15 hereof, and such Loans shall bear interest at the rate applicable to the constitute Revolving Loans from time to timefor all purposes hereunder, including, without limitation, Section 2.2(a)(i) hereof.

Making of Non-Ratable Loans. (i) In the event the Agent shall elect, with the consent of the Bank, to have the terms of this Section SECTION 2.2(h) apply to a requested Borrowing by the Borrower as described in Section SECTION 2.2(f), the Bank shall make a Revolving Loan in the amount of such Borrowing (any such Revolving Loan made solely by the Bank pursuant to this Section SECTION 2.2(h) being referred to as a “"Non-Ratable Loan” " and such Revolving Loans being referred to collectively as “"Non-Ratable Loans”") available to the Borrower on the Funding Date applicable thereto by transferring same day funds to an account of the Borrower, designated in writing by the Borrower and acceptable to the Agent; PROVIDED, that the aggregate amount of Non-Ratable Loans outstanding at any time shall not exceed $10,000,000. Each Non-Ratable Loan is a Revolving Loan hereunder and shall be subject to all the terms and conditions applicable to other Revolving Loans except that all payments thereon shall be payable to the Bank solely for its own account (and for the account of the holder of any participation interest with respect to such Revolving Loan). The Agent shall not request the Bank to make any Non-Ratable Loan if (Ai) the Agent shall have received written notice from any Lender Lender, or otherwise has actual knowledge, that one or more of the applicable conditions precedent set forth in Article ARTICLE 10 will not be satisfied on the requested Funding Date for the applicable Borrowing, or (Bii) the requested Borrowing by the Borrower would exceed the Availability of the Borrower on such Funding Date. The Agent Bank shall not otherwise be required to determine whether the applicable conditions precedent set forth in Article ARTICLE 10 have been satisfied or the requested Borrowing by the Borrower would exceed the Availability of the Borrower on the Funding Date applicable thereto prior to making, in its sole discretion, any Non-Ratable Loan. (ii) The Non-Ratable Loans shall be secured by the Agent’s Liens in and to the Collateral, shall constitute Revolving Loans and Obligations hereunder, and shall bear interest at the rate applicable to the Revolving Loans from time to time.