Common use of Making the Advances Clause in Contracts

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 P.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Revolving Credit Borrowing") shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, Borrowing make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companythe Borrower's account as specified in writing by two Financial Officers of the Borrower; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, Xxx Xxxx 00000plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 12:00 Noon (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(a) and except with respect to Advances made pursuant to Section 2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than 11:00 (x) 10:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, Advances or not later than 11:00 A.M. (y) 12:00 noon (New York City time) on the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Agent (and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances denominated in Swiss Francs, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Revolving Credit Borrowing (a "“Notice of Revolving Credit Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or facsimile in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Borrowing Revolving Credit Borrowing, and (iv) if such in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance; provided, however, that if any such notice shall fail to specify a currency, Dollars shall be deemed to have been specified. Each Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Revolving Credit Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the applicable Borrower requesting the Revolving Credit Borrowing at Bankers Trust Companythe Agent’s address referred to in Section 9.02 or, 000 Xxxxxxx Xxxxxxin the case of a Revolving Credit Borrowing in a Committed Currency, Xxx Xxxxat the applicable Payment Office, Xxx Xxxx 00000as the case may be; provided, however, that the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks for repayment of such Swing Line Advances.

Making the Advances. (a) Each Borrowing shall be made on noticeExcept as otherwise provided herein, given the Borrower may request the Lenders to make Advances to the Borrower no more frequently than [***] per week by the delivery to the Administrative Agent, not later than 11:00 A.M. [***] (New York City time) on the third any Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such written notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier such request substantially in substantially the form of Exhibit B hereto, specifying therein the requested attached hereto (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advancenotice, a “Notice of Borrowing”), together with a duly completed Borrowing Base Certificate, signed by a Responsible Officer and including a Schedule of Eligible Assets and Schedule of Ineligible Assets. Each Lender shallAny Notice of Borrowing or Borrowing Base Certificate received by the Administrative Agent after the time specified in the immediately preceding sentence shall be deemed to have been received by the Administrative Agent on the next Business Day, before 11:00 A.M. and to the extent that results in the proposed Borrowing Date being earlier than three (New York City time3) on Business Days after the date of delivery of such Notice of Borrowing, make available for then the account date specified in such Notice of its Applicable Lending Office Borrowing as the proposed Borrowing Date of an Advance shall be deemed to be the Agent at Business Day immediately succeeding the Agent's Account, in same day funds, such Lender's ratable portion proposed Borrowing Date of such Advance originally specified in such Notice of Borrowing; provided, however, that if . The proposed Borrowing Date specified in a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on shall be no earlier than three (3) Business Days after the date of such Borrowing, the Lenders shall so make available their ratable portions delivery of such Notice of Borrowing before 3:00 P.M. and may be up to a maximum of thirty (New York City time30) on such date. After days after the Agent's receipt date of delivery of such funds Notice of Borrowing. Unless otherwise provided herein, each Notice of Borrowing shall be irrevocable and upon fulfillment shall specify (i) the aggregate principal amount of the applicable conditions set forth in Article IIIAdvance requested, and (ii) the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000Borrowing Date (which shall be a Business Day).

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such whether the Borrower is requesting a Term Borrowing or a Revolving Credit Borrowing, (ii) the requested date of such Alliance Resource Fourth Amended and Restated Credit Agreement Borrowing, (iii) the requested Type of Advances comprising such Borrowing, (iiiiv) the requested aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing shall be made on notice, given by the Borrower not later than 11:00 A.M. 2:00 p.m. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. a.m. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or electronic mail. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier or electronic mail, in substantially the form of Exhibit B heretoB, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day immediately available funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitment of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will shall make such funds available to the Borrower at Bankers Trust CompanyBorrower, 000 Xxxxxxx Xxxxxxby crediting the Borrowing Account; provided, Xxx Xxxxhowever, Xxx Xxxx 00000that the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any L/C Borrowings made by any Issuing Bank and by any Lender, as the case may be, and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank or such other Lender, as the case may be, for repayment of such L/C Borrowing.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 (x) 10:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Alternative Currency Term Rate Advances, or not later than (y) 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Term SOFR Advances or (z) 9:00 A.M. (New York City time) on the day of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the Borrower Company to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Term Rate Advances, initial Interest Period and currency for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and not later than the Applicable Time on the date of such Borrowing, in the case of a Borrowing consisting of Term Advances denominated in any Alternative Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Agent's Account’s Office, in same day funds, such Lender's Xxxxxx’s ratable portion (as determined in accordance with Section 2.01) of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower Company at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Administrative Agent’s aforesaid address.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, Advances by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopiertelecopier or electronic communication. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier or electronic communication, in substantially the form of Exhibit B hereto, specifying therein the requested (i1) date of such Borrowing, (ii2) Facility under which such Borrowing is to be made, (3) Type of Advances comprising such Borrowing, (iii4) aggregate amount of such Borrowing and (iv5) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 P.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Borrowing (a "“Notice of Revolving Credit Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or facsimile in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, Borrowing make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companythe Borrower’s account as specified in writing by two Financial Officers of the Borrower; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, Xxx Xxxx 00000plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if the proceeds of such Borrowing consists will be used to fund cash distributions to the holders of the MLP Units, aggregate amount of such Borrowing to be so used and aggregate amount of Cash Distribution Advances outstanding immediately prior to such Borrowing to the extent such Advances have not been prepaid prior to such time pursuant to Section 2.06(a) and (v) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Paying Agent at the Paying Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists (other than the initial Borrowing hereunder) consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate AdvancesAdvances or the initial Borrowing hereunder, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier promptly in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) the Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such AdvanceAdvance (except that the initial Interest Period for the Advances made on the Funding Date shall be two (2) months). Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account’s Office, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, (i) in the case of the initial Borrowing hereunder, the Administrative Agent will deposit such funds into the Escrow Account on the Funding Date in accordance with the Escrow Agreement or (ii) in the case of any Borrowing on or after the Escrow Release Date, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000by crediting the Borrower’s Account or such other account as the Borrower shall request.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility to which such Borrowing relates, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in accordance with the respective Commitments in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date such applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat in the case of advances under the Revolving Credit Facility, Xxx Xxxx 00000the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by any Swing Line Bank or Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Swing Line Bank or Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03 and except that the Term B Borrowing shall be made on the Closing Date, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York, New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopierto each Appropriate Lender. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B B-1 hereto, specifying therein shall be duly executed by a Responsible Officer of the requested Borrower, and shall specify therein: (i) the requested date of such Borrowing, Borrowing (which shall be a Business Day); (ii) the Facility under which such Borrowing is requested to be made; (iii) the Type of Advances comprising requested to comprise such Borrowing, ; (iiiiv) the requested aggregate amount of such Borrowing Borrowing; and (ivv) if such in the case of a Borrowing consists comprised of Eurodollar Rate Advances, the requested duration of the initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 2:00 P.M. (New York, New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ratable portion ’s Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus accrued and unpaid interest thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as applicable, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower BRW to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to BRW by crediting the Borrower at Bankers Trust CompanyBorrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by any Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), or 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower Borrowers to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier promptly in writing, or telex or telecopier, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) the Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account’s Office, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust CompanyBorrowers by crediting the Borrower’s Account or such other account as the Borrowers shall request; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of Revolving Credit Advances, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Letter of Credit Advances outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if the Facility with respect to which such Borrowing consists relates, and (v) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date Business Day of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank and by any other Lender and outstanding on the date of such Borrowing, Xxx Xxxx 00000plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank and such other Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate AdvancesAdvances in Dollars, on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing denominated in an Alternative Currency, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be in writing or by telephone, confirmed immediately by telecopier in writing or facsimile, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing (expressed in Dollars), (v) currency of such proposed Borrowing and (ivvi) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (A) 12:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurodollar Rate Advances or (B) 3:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Paying Agent at the Agent's Paying Agent Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances. Notwithstanding the foregoing, in no event shall the Swing Line Bank be required to fund any Swing Line Advance if any Revolving Lender is at Bankers Trust Companythat time a Defaulting Lender, 000 Xxxxxxx Xxxxxxunless the Swing Line Bank has entered into arrangements with the Borrower or such Defaulting Lender, Xxx Xxxxincluding, Xxx Xxxx 00000without limitation, the delivery of cash collateral, or the reallocation of such Defaulting Lender’s purchase obligation, in each case in a manner that is in form and substance satisfactory to such Swing Line Bank, to eliminate such Swing Line Bank’s actual or potential Fronting Exposure (after giving effect to Section 2.15(a)(iii)) with respect to the Defaulting Lender arising from either the Swing Line Advance then proposed to be funded or that Swing Line Advance and all other Swing Line Advances as to which the Swing Line Bank has actual or potential Fronting Exposure, as it may elect in its sole discretion.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(c), each Borrowing shall be made on written notice, given not later than (x) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Euros or Sterling, (y) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, Advances denominated in Dollars or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the applicable Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance. Each Lender shall, shall before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, Borrowing make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article IIISection 3.03, the Agent will shall make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000that requested such Advance by depositing such funds to such account as such Borrower shall specify.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 p.m. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 p.m. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, telephone (confirmed immediately by in writing) electronic delivery, or telecopier in substantially the form of Exhibit B hereto, specifying therein (in addition to specifying whether such Borrowing as a Revolving Credit Borrowing or Term Borrowing) the requested (i) date and Facility of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companyconsistent with the instructions set forth in the Notice of Borrowing; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of a Revolving Credit Borrowing, the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any Revolving Credit Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank, Xxx Xxxx 00000and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank, and such other Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be in writing or by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before (A) 11:00 A.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurodollar Rate Advances or (B) 3:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Paying Agent at the Agent's Paying Agent Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate AdvancesAdvances in Dollars, or not later than 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists denominated in an Alternative Currency, or the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be in writing or by telephone, confirmed immediately by telecopier in writing or facsimile, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing (expressed in Dollars), (v) currency of such proposed Borrowing and (ivvi) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before (A) 11:00 A.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurodollar Rate Advances or (B) 3:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Paying Agent at the Agent's Paying Agent Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 10:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility to which such Borrowing relates, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in accordance with the respective Commitments in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date such applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat in the case of advances under the Revolving Credit Facility, Xxx Xxxx 00000the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), 2.03 or 2.21, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) (or (5:30 P.M. (New York City time) in the case of any Base Rate Advance in the Initial Extension of Credit)) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier promptly in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) the Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account or such other account as the Borrower shall request; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of Non-rollup Revolving Credit Advances, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Letter of Credit Advances outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), 2.02(h), 2.02(i) or 2.03, each Borrowing (other than the Sterling Term Loan Advance and the US Term Loan Advance) shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the (i) third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate AdvancesAdvances denominated in U.S. dollars, or not later than 11:00 A.M. (New York City timeii) on fourth Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances denominated in Foreign Currencies or (iii) the first Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Base Rate AdvancesAdvances denominated in U.S. dollars, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing, (iv) the applicable currency of such Borrowing and (ivvi) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 2:00 X.X. (New York City Xxx Xxxx Xxxx time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day fundsfunds and in the applicable currency, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing denominated in U.S. dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York, New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopierto each Appropriate Lender. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B B-1 hereto, specifying therein shall be duly executed by a Responsible Officer of the requested Borrower, and shall specify therein: (i) the requested date of such Borrowing, Borrowing (which shall be a Business Day); (ii) the Facility under which such Borrowing is requested to be made; (iii) the Type of Advances comprising requested to comprise such Borrowing, ; (iiiiv) the requested aggregate amount of such Borrowing Borrowing; and (ivv) if such in the case of a Borrowing consists comprised of Eurodollar Rate Advances, the requested duration of the initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 2:00 P.M. (New York, New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus accrued and unpaid interest thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as applicable, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the date of a proposed Borrowing consisting of Base Rate Advances and (y) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the a proposed Borrowing if a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be sent by telephonetelecopier, confirmed immediately by telecopier in writing, in substantially the form of Exhibit B D hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists comprised of Eurodollar Rate Advances, the initial Interest Period for each such Advance. The Borrower may, subject to the conditions herein provided, borrow more than one Borrowing on any Business Day. Each Lender shall, before 2:00 P.M. (New York City time) in the case of a Borrowing consisting of Base Rate Advances and before 11:00 A.M. (New York City time) in the case of a Borrowing consisting of Eurodollar Rate Advances, in each case on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's Accountits address referred to in Section 8.02, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Administrative Agent's aforesaid address.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or e-mail. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephonetelecopier or e‑mail, confirmed immediately by telecopier in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if the Facility with respect to which such Borrowing consists relates and (v) in the case of a Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank, Xxx Xxxx 00000and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank, and such other Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or electronic mail (containing the Notice of Borrowing as an electronic attachment containing a hand-written signature, confirmed immediately by telecopier telephone or telecopier) or telecopier, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances Advance comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.2(b) or 2.3, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Sterling, or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower Agent to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately promptly in writing, and signed by telecopier a duly authorized officer of the Borrower Agent, or any other employee of the Borrower Agent that is authorized by the President or Chief Financial Officer of the Borrower Agent, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, the initial Interest Period for each and whether such AdvanceAdvance shall be in Dollars or in Sterling, and (v) applicable Borrower. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day fundsSame Day Funds, such Lender's ratable portion ’s Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower at Bankers Trust Companythe Administrative Agent’s address referred to in Section 8.02; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat if, Xxx Xxxx 00000on the date the Notice of Borrowing with respect to such Borrowing is given by the Borrower Agent, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the applicable Borrower as provided above.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Euros, or not later than (z) 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Agent (and, in the case of a Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice thereof by telecopiertelecopier or facsimile. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately in writing, by telecopier or facsimile in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount and currency of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period for each such AdvancePeriod. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Euros, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower requesting the Borrowing at Bankers Trust Companythe Agent's address referred to in Section 9.02 or at the applicable Payment Office, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000as the case may be.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 12:00 p.m. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 10:00 a.m. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be authorized by telephonea Financial Officer of the Borrower and shall be by electronic delivery, confirmed immediately by or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date and Facility of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance, which shall be a period contemplated by the definition of the term “Interest Period” and (v) the location and number of the Borrower’s account to which funds are to be disbursed. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing Swing Line Advances shall be made as provided in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateSection 2.02(b). After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companyconsistent with the instructions set forth in the Notice of Borrowing; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of a Revolving Credit Borrowing, the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any Revolving Credit Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances. If no election as to the Type of Advance is specified, then the requested Borrowing shall be a Base Rate Advance. If no Interest Period is specified with respect to any requested Eurodollar Rate Advance then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Notice of Borrowing in accordance with this Section 2.02, the Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 12:00 noon (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower Borrowers jointly to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust CompanyBorrowers by crediting the Borrowers' Account; PROVIDED, 000 Xxxxxxx XxxxxxHOWEVER, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Working Capital Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Working Capital Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on noticenotice (which may be delivered through the Administrative Agent’s electronic platform or portal), given not later than 11:00 A.M. (New York City time) on the third U.S. Government Securities Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate SOFR Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, Advances by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopiertelecopier or electronic communication. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier or electronic communication, in substantially the form of Exhibit B hereto, specifying therein the requested (i1) date of such Borrowing, (ii2) Facility under which such Borrowing is to be made, (3) Type of Advances comprising such Borrowing, (iii4) aggregate amount of such Borrowing and (iv5) if such in the case of a Borrowing consists consisting of Eurodollar Rate SOFR Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's Xxxxxx’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxxtogether with interest accrued and unpaid thereon to and as of such date. All Borrowing requests which are not made on-line via the Administrative Agent’s electronic platform or portal shall be subject to (and unless the Administrative Agent elects otherwise in the exercise of its sole discretion, Xxx Xxxx, Xxx Xxxx 00000such Borrowings shall not be made until the completion of) the Administrative Agent’s authentication process (with results satisfactory to the Administrative Agent) prior to the funding of any such requested Advance.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(c), each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance. Each Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower requesting the Borrowing at Bankers Trust Companythe Agent’s address referred to in Section 9.02 or at the applicable Payment Office, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000as the case may be.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 p.m. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 p.m. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, telephone (confirmed immediately by in writing) electronic delivery, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companyconsistent with the instructions set forth in the Notice of Borrowing; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of a Revolving Credit Borrowing, the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on (x) the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City timey) the first Business Day prior to the date of the proposed Borrowing (or, if the Swing Line Bank shall, in its sole discretion, decline to make a Swing Line Advance on the date of the proposed Borrowing if after a request therefor by a Borrower pursuant to Section 2.01(d) or (e), the date of the proposed Borrowing) in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the relevant Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000by crediting the relevant Borrower's Account.

Making the Advances. (a) Each Except as otherwise provided in the last sentence of this subsection, Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopieremail or facsimile. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier email or facsimile, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Revolving Credit Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust CompanyBorrowers by crediting the Borrowers’ Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances. Provided that BMCA has delivered a customary indemnity letter and that notice of the initial Revolving Credit Borrowing is received prior to 9:00 A.M. (New York time) on the date of the proposed initial Revolving Credit Borrowing (which shall be a Business Day), the initial Revolving Credit Borrowing may be made on such Business Day and may consist of Eurodollar Rate Advances.

Making the Advances. (aA) Each Borrowing shall be made on noticeExcept as otherwise provided herein, given the Borrower may request that the Lenders make Advances to the Borrower by the delivery to the Administrative Agent, each Funding Agent, the Paying Agent and, so long as it remains a Lender hereunder, the CS Conduit Lender, not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 1:00 P.M. (New York City time) on such date. After two (2) Business Days prior to the Agent's receipt proposed Funding Date of a written notice of such funds and upon fulfillment request substantially in the form of Exhibit B-2 attached hereto (each such notice, a “Notice of Borrowing”) together with a duly completed Borrowing Base Certificate signed by a Responsible Officer of the applicable conditions set forth in Article IIIBorrower. Any Notice of Borrowing or Borrowing Base Certificate received by the Administrative Agent, the Funding Agents and the Paying Agent will make after the time specified in the immediately preceding sentence shall be deemed to have been received by the Administrative Agent, the Funding Agents and the Paying Agent on the next Business Day, and to the extent that results in the proposed Funding Date being earlier than two (2) Business Days after the date of delivery of such funds Notice of Borrowing, then the date specified in such Notice of Borrowing as the proposed Funding Date of an Advance shall be deemed to be the Business Day immediately succeeding the proposed Funding Date of such Advance specified in such Notice of Borrowing. The proposed Funding Date specified in a Notice of Borrowing shall be no earlier than two (2) Business Days after the date of delivery of such Notice of Borrowing and may be up to a maximum of thirty (30) days after the date of delivery of such Notice of Borrowing. Unless otherwise provided herein, each Notice of Borrowing shall be irrevocable. The aggregate principal amount of the Class A Advance and Class B Advance requested by the Borrower for any Funding Date shall not be less than the lesser of (x) $1,000,000 and (y) the remaining amount necessary in order for the Borrower to fully utilize all available Commitments. If the Administrative Agent delivers a written notice (including by electronic mail) to the Borrower at Bankers Trust Companycontesting the Borrower’s calculations or any statement within such Notice of Borrowing, 000 Xxxxxxx Xxxxxxit shall promptly inform the Borrower. The Borrower may then deliver an amended Notice of Borrowing to the Administrative Agent, Xxx Xxxxthe Funding Agents and the Paying Agent or, Xxx Xxxx 00000by written notice, rescind the Notice of Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 9:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Working Capital Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank and by any other Working Capital Lender and outstanding on the date of such Working Capital Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank and such other Working Capital Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (ab) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be in writing or by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(c), each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article IIISection 3.02, the Agent will make such funds available to the Borrower in same day funds on the date of such Borrowing at Bankers Trust Companythe Agent’s address referred to in Section 8.02 or at the applicable Payment Office, 000 Xxxxxxx Xxxxxxas the case may be. CA, Xxx Xxxx, Xxx Xxxx 00000.Inc. Credit Agreement

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date Business Day of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) the Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account or such other account as the Borrower shall request; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of Revolving Credit Advances, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Borrowing shall be made on ------------------- notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Sterling, or not later than 11:00 (z) 9:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Funding Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or telex. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by in writing, or telecopier or telex in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, the initial Interest Period for each and whether such AdvanceAdvance shall be in Dollars or in Sterling. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Funding Agent at the applicable Funding Agent's Account, in same day funds, such Lender's ratable portion Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Funding Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Funding Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Funding Agent's address referred to in Section 8.02.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City Charlotte, North Carolina time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Alternate Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such BorrowingBorrowing (which shall be a Business Day), (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City Charlotte, North Carolina time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat in the case of any Working Capital Borrowing, Xxx Xxxx 00000the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Working Capital Lender and outstanding on the date of such Working Capital Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Working Capital Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 10:00 A.M. (New York City time) on the date Business Day of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such any Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower's Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City Dallas, Texas time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City Dallas, Texas time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyrequesting such Borrowing by crediting the Borrower's Account of such Borrower; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(a) and except with respect to Advances made pursuant to Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 (x) 10:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars or any Committed Currency (other than Swiss Francs), (y) 10:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Swiss Francs, or not later than 11:00 A.M. (z) 2:00 P.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the AgentAgent (and, in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Swiss Francs, simultaneously to the Sub‑Agent), which shall give to each Lender prompt notice thereof by telecopierin writing. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance; provided, however, that if any such notice shall fail to specify a currency, Dollars shall be deemed to have been specified. Each Lender shall, before 11:00 A.M. 4:00 P.M. (New York City time) on the date of such Borrowingeach Borrowing denominated in Dollars and before 9:30 A.M (New York City time) on the date of each Borrowing denominated in a Committed Currency, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the applicable Borrower requesting the Borrowing at Bankers Trust Companythe Agent’s address referred to in Section 9.02 or, 000 Xxxxxxx Xxxxxxin the case of a Borrowing in a Committed Currency, Xxx Xxxxat the applicable Payment Office, Xxx Xxxx 00000as the case may be.

Making the Advances. (a) Each Borrowing (other than a Swingline Advance) shall be made on notice, given not later than 11:00 A.M. (New York City time) on (x) in the third case of a proposed Borrowing comprised of LIBOR Advances, at least three Business Day Days prior to the date of the proposed Borrowing if and (y) in the case of a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists comprised of Base Rate Advances, one Business Day before the day of the proposed Borrowing, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopy to each Revolving Lender in the case of a Revolving Borrowing and to each Term Lender in the case of the Term Borrowing. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephonetelecopy, confirmed immediately by telecopier in writing, in substantially the form of Exhibit B heretoB-1, identifying therein the requested Borrowing as either a Term Borrowing or a Revolving Borrowing and specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists comprised of Eurodollar Rate LIBOR Advances, initial Interest Period for each such Advance, provided that the Borrower may not specify LIBOR Advances for any Revolving Borrowing if, after giving effect to such Revolving Borrowing, LIBOR Revolving Advances having more than five different Interest Periods shall be outstanding. Each Term Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowinghereof, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's Accountits Payment Office, in same day funds, such Term Lender's ratable portion of such the Term Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companythe Administrative Agent's Payment Office. Each Revolving Lender shall, 000 Xxxxxxx Xxxxxxbefore 11:00 A.M. (New York City time) on the date of a Revolving Borrowing, Xxx Xxxxmake available for the account of its Applicable Lending Office to the Administrative Agent at its Payment Office, Xxx Xxxx 00000in same day funds, such Revolving Lender's Ratable Revolving Percentage of such Borrowing. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at the Administrative Agent's Payment Office.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Sterling, or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately promptly in writing, and signed by telecopier an authorized signatory of the Borrower, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, the initial Interest Period for each and whether such AdvanceAdvance shall be in Dollars or in Sterling. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account’s Office, in same day fundsSame Day Funds, such Lender's ratable portion ’s Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companythe Administrative Agent’s address referred to in Section 8.02; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat if, Xxx Xxxx 00000on the date the Notice of Borrowing with respect to such Borrowing is given by the Borrower, there are L/C Borrowings outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date Business Day of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopiertelex, telecopier or other form of electronic communication. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex, telecopier or other form of electronic communication, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such any Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as provided in Section 2.02(b) or 3.05, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, telephone or in writing or by telecopier (and if by telephone shall be confirmed immediately in writing or by telecopier telecopier), in substantially the form of Exhibit B C hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article IIIV, the Administrative Agent will make such funds available to the Borrower by (A) in the case of any Borrowing under the Term B Facility or the Delay Draw Facility, crediting the Funding Account and (B) in the case of any Borrowing under the Working Capital Facility or the Swing Line Facility, (1) at Bankers Trust Companythe direction of the Borrower, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000crediting the Operating Account or (2) transferring such funds to any Person designated by the Borrower to the extent that the Borrower has insufficient funds available in the applicable Accounts at such time with which to make payment of amounts that are then due and payable to such Person and which are permitted to be made pursuant to priorities first through eighth of Section 3.2 of the Security Deposit Agreement.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 9:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the 49 43 Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Working Capital Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Letter of Credit Advances made by any Issuing Bank and by any other Working Capital Lender and outstanding on the date of such Working Capital Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank and such other Working Capital Lenders for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(c), each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, or not later than (z) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the applicable Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or email. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephonein writing, confirmed immediately by telecopier or email, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the applicable Borrower at Bankers Trust Companythe Agent’s address referred to in Section 9.02 or at the applicable Payment Office, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000as the case may be.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the same Business Day as the date of the proposed Borrowing if in the case of a Borrowing consists comprised of Base Rate Advances, by the any Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) the requested date of such BorrowingBorrowing (which shall be a Business Day), (ii) the requested Type of Advances comprising such proposed Borrowing, (iii) the requested aggregate principal amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, the requested initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ratable portion ’s Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower requesting such Borrowing at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the applicable Borrowers’ Account or at such other address and account number of such Borrower as is reasonably acceptable to the Administrative Agent and as such Borrower shall have specified in the related Notice of Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the <PAGE> 23 Swing Line Bank or the Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing of a Revolving Advance shall be made on notice, given not later than 11:00 A.M. noon (New York City time) on (x) in the third case of a proposed Borrowing comprised of LIBOR Advances, at least three Business Day Days prior to the date of the proposed Borrowing if a (or, as to any proposed Borrowing consists comprised of Eurodollar Rate LIBOR Advances, or not later than 11:00 A.M. at such other time as the applicable Borrower and the Banks may agree to for such proposed Borrowing) and (New York City timey) on in the date case of the a proposed Borrowing if a Borrowing consists comprised of Base Rate Advances, on the day of the proposed Borrowing, by the applicable Borrower to the Administrative Agent, which shall give to each Lender Bank prompt notice thereof by telecopiertelex or telecopy or in accordance with Section 8.02. Each such notice of a Borrowing of a Revolving Advance (a "Notice of Borrowing") shall be by telephonegiven in accordance with Section 8.02, confirmed immediately by telecopier in substantially the form of Exhibit B heretoA, identifying therein the requested Borrowing specifying therein the requested (i) date of such Borrowing, (ii) Type of Revolving Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists comprised of Eurodollar Rate LIBOR Advances, initial Interest Period for each such Revolving Advance, provided that the applicable Borrower may not specify LIBOR Advances for any Borrowing if, after giving effect to such Borrowing, LIBOR Advances having more than ten different Interest Periods shall be outstanding. In the case of a proposed Borrowing comprised of LIBOR Advances, the Administrative Agent shall promptly notify each Bank of the applicable interest rate under Section 2.05(b). Each Lender Bank shall, before 11:00 A.M. noon (2:00 P.M. (New York City time) in the case of a Borrowing of Revolving Advances comprised of Base Rate Advances) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's Accountits Payment Office, in same day funds, such LenderBank's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower at Bankers Trust Companythe Administrative Agent's aforesaid address. Each Bank may, 000 Xxxxxxx Xxxxxxat its option, Xxx Xxxx, Xxx Xxxx 00000make any Revolving Advance available to any Borrower not organized under the laws of a State of the United States of America by causing any foreign or domestic branch or Affiliate of such Bank to make such Loan; provided that any exercise of such option shall not affect the obligation of such Borrower not organized under the laws of a State of the United States of America to repay such Revolving Advance in accordance with the terms of this Agreement.

Making the Advances. (a) Each Borrowing shall be made on noticenotice by the Borrower to the Agent, given not later than 11:00 A.M. 12:00 noon (New York City Dallas time) (i) in the case of a Borrowing comprised of Base Rate Advances, on the date of the proposed Borrowing; and (ii) in the case of a Borrowing comprised of Eurodollar Rate Advances, on the third Business Day prior to the date of the proposed Borrowing; provided, however, that (x) in the case of any requested Borrowing if a Borrowing consists to be comprised of Eurodollar Base Rate Advances, the proceeds of which Base Rate Advances are to be applied toward the Borrower's Reimbursement Obligations under a Letter of Credit, the notice effecting such request may be given at or not later than 11:00 A.M. (New York City time) prior to 2:00 P.M. on the date of the proposed Borrowing if drawing giving rise to such Reimbursement Obligation for a Borrowing consists comprised of Base Rate AdvancesAdvances to be made on such date in the amount of such Reimbursement Obligation; and (y) if a Default or an Event of Default has occurred and is continuing, by the Borrower shall not be entitled to request Borrowings comprised of Eurodollar Rate Advances and the Agent, which Lenders shall give not be required to each Lender prompt notice thereof by telecopiermake any Advances. Each such notice of a Borrowing borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately in writing (whether by telecopier telecopy, telex, cable or otherwise), in substantially the form of Exhibit B heretoA, specifying therein the requested (i) date of such Borrowing, Borrowing (which shall be a Business Day); (ii) Type of Advances comprising such Borrowing, ; (iii) aggregate amount of such Borrowing Borrowing; and (iv) if Interest Period for such Advance in the case of a requested Borrowing consists comprised of Eurodollar Rate Advances. Promptly after receipt of a Notice of Borrowing under this Section 3.02 (or telephonic notice in lieu thereof), the Agent shall notify each Lender by telex, telecopy, telegram, telephone or other similar form of transmission of the proposed Borrowing, and in each case of a proposed Borrowing comprised of Eurodollar Rate Advances, initial Interest Period for each such Advanceof the applicable interest rate. Each Lender shall, before 11:00 A.M. Noon (New York City Dallas time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Accountits address referred to in Section 9.02, in same day funds, such Lender's ratable portion of such Pro Rata Share ofsuch Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds funds, and upon fulfillment of the applicable conditions set forth in Article IIIV, the Agent will make such same day funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Agent's address referred to in Section 9.02 in an amount equal to the amount requested by the Borrower for such Borrowing on the date requested by the Borrower therefor.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or telex. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by in writing, or telecopier or telex, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing Borrowing, and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds in an amount equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender that are outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate AdvancesBorrowing, by the Borrower requesting such Borrowing to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing, or telecopier or by telecopier electronic mail, in substantially the form of Exhibit B hereto, specifying therein (1) the name of the applicable Borrower, (2) the requested (i) date of such Borrowing, (ii3) Type of Advances comprising such Borrowing, (iii) the requested aggregate amount of such Borrowing and the aggregate principal amount of all Borrowings (ivnot including the requested Borrowing) of such Borrower as of such date, (4) the Net Asset Value of such Borrower as at the Business Day immediately preceding such date, (5) the Total Assets of such Borrower as at the Business Day immediately preceding such date, (6) the Total Liabilities of such Borrower as at the Business Day immediately preceding such date, (7) the Asset Coverage Ratio of such Borrower as at the Business Day immediately preceding such date, (8) confirmation from such Borrower that, after applying the proceeds of such Borrowing, either (x) Margin Stock will constitute less than 25% of the assets of such Borrower or (y) if Margin Stock will constitute 25% or more of the assets of such Borrowing consists Borrower, that the aggregate outstanding principal amount of Eurodollar Rate Advances, initial Interest Period for each the Advances made to such AdvanceBorrower does not exceed the sum of (i) 50% of the Fair Market Value of all Margin Stock held by such Borrower and (ii) the Fair Market Value of the other assets of such Borrower. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000requesting such Borrowing as directed in the applicable Notice of Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopiertelecopier or telex. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by in writing, or telecopier or telex in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing Borrowing, and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Paying Agent at the Paying Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of BorrowingUtilization") shall be by telephone, confirmed immediately by telecopier in substantially the form of Exhibit B heretoB, (i) specifying therein the requested (iA) date of such Borrowing, ; (iiB) Type and Category of Advances comprising such Borrowing, ; (iiiC) aggregate amount of such Borrowing; (D) in the case of a Borrowing comprising Project Advances or CP Advances, aggregate principal amount of the Advances to be made with respect to each Project; and (ivE) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance; (ii) in the case of a Borrowing comprising of Project Advances, specifying therein the relevant Project(s) and containing a representation that proceeds of the requested Borrowing will be used to finance Project Costs for such Project(s) (including, in the case of any Project, repayment of any Affiliate Subordinated Debt incurred by the Borrower (A) to fund the costs of acquiring such Project prior to the initial Advances hereunder in respect of such Project or (B) to pay Project Costs in respect of such Project at any time prior to the Non-Recourse Date for such Project);(iii) in the case of a Borrowing comprising CP Advances, specifying the relevant Project(s), if any, and CP Commitment Reservation(s) pursuant to which such CP Advances are requested; (iv) containing a representation that such Borrowing will not result in the applicable Borrowing Limit to be exceeded or the aggregate principal amount of all outstanding Advances and CP Commitment Reservations to exceed $650,000,000; and (v) specifying the aggregate principal amount of all outstanding Advances and the unused Commitments and CP Commitments, in each case, after giving effect to the proposed Borrowing. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, provided that if a Notice of Borrowing Utilization in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Agent's address referred to in Section 8.02.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third second Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, LIBO RateSOFR Advances or not later than (y) 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the AgentAdministrative Agent by telecopier or other electronic transmission, which shall give to each Lender prompt notice (in the case of a proposed Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopiertelecopier or other electronic transmission. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by promptly in writing, telecopier or other electronic transmission in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate LIBO RateSOFR Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of LIBO RateSOFR Advances and before 1:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent's Account, in same day funds, such LenderXxxxxx's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, Section 4.2 the Administrative Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the account of the Borrower specified in the applicable Notice of Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Revolving Credit Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Tranche A Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Tranche A Revolving Credit Lender and outstanding on the date of such Tranche A Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Tranche A Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 P.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Borrowing (a "“Notice of Revolving Credit Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or facsimile in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, Borrowing make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companythe Borrower’s account as specified in writing by two Financial Officers of the Borrower; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, Xxx Xxxx 00000.plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks and such other Lenders for repayment of such Swing Line Advances. (b) Each Swing Line Borrowing shall be made on notice, given not later than 3:00 P.M. (New York City time) on the date of the proposed Swing Line Borrowing by the Borrower to each Swing Line Bank and the Agent, of which the Agent shall give prompt notice to the Lenders. Each such notice of a Swing Line Borrowing (a “Notice of Swing Line Borrowing”) shall be by telephone, confirmed at once in writing, or facsimile, specifying therein the requested (i) date of such Borrowing, (ii) amount of such Borrowing, (iii) maturity of such Borrowing (which maturity shall be no later than the fifth Business Day after the requested date of such Borrowing) and (iv) whether such Swing Line Borrowing will bear interest as a Fed Funds Swing Line Advance or a LIBOR Swing Line Advance. Each Swing Line Bank shall, before 5:00 P.M. (New York City time) on the date of such Swing Line Borrowing, make such Swing Line Bank’s ratable portion of such Swing Line Borrowing available (based on the respective Swing Line Commitments of the Swing Line Banks) to the Agent at the Agent’s Account, in same day funds. After the Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at the Borrower’s account as specified in writing by two Financial Officers of the Borrower. Upon written demand by any Swing Line Bank with a Swing Line Advance, with a copy of such demand to the Agent, each other Lender will purchase from such Swing Line Bank, and such Swing Line Bank shall sell and assign to each such other Lender, such other Lender’s Ratable Share of such outstanding Swing Line Advance, by making available for the account of its Applicable Lending Office to the Agent for the account of such Swing Line Bank, by deposit to the Agent’s Account, in same day funds, an amount equal to the portion of the outstanding principal amount of such Swing Line Advance to be purchased by such Lender. The Borrower hereby agrees to each such sale and assignment. Each Lender agrees to purchase its Ratable Share of an outstanding Swing Line Advance on (i) the Business Day on which demand therefor is made by the Swing Line Bank which made such Advance, provided that notice of such 18 NYDOCS02/1188161

Making the Advances. (a) Each Revolving Credit Borrowing shall be made on notice, given not later than 11:00 A.M. (Buffalo, New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Prime Rate Advances, by the Borrower to the Administrative Agent, which shall give to each appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Revolving Credit Borrowing (a "Notice of Borrowing") shall may be by telephone, confirmed immediately by in writing, or telex or telecopier in substantially the form of Exhibit B D hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (Buffalo, New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Revolving Credit Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances, Xxx Xxxx 00000Letter of Credit Advances and Alternative Currency Letter of Credit Advances made by the Swing Line Bank, the Issuing Bank and any other Revolving Credit Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank, the Issuing Bank and such other Revolving Credit Lenders for repayment of such Swing Line Advances, Letter of Credit Advances and Alternative Currency Letter of Credit Advances.

Making the Advances. (ab) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 p.m. (New York City time) on the third U.S. Government Securities Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar EurodollarSOFR Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 p.m. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, telephone (confirmed immediately by in writing) electronic delivery, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar EurodollarSOFR Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's Xxxxxx’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companyconsistent with the instructions set forth in the Notice of Borrowing; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of a Revolving Credit Borrowing, the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Revolving Credit Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on (i) the third Business Day prior to the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City timeii) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of CD Rate Advances, and (iii) the first Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or tested telex. Each such notice of a Revolving Credit Borrowing (a "Notice of Revolving Credit Borrowing") shall be by telephone, confirmed immediately by in writing, or telecopier or tested telex in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Borrowing Revolving Credit Borrowing, and (iv) if such in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Rate Advances or CD Rate Advances, initial Interest Period for each such Revolving 20 16 Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Revolving Credit Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companythe Agent's address referred to in Section 8.02; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat after giving effect to each Revolving Credit Advance made hereunder, Xxx Xxxx 00000the Unused Revolving Credit Commitment shall be equal to or greater than the amount of Swing Line Advances then outstanding, plus interest accrued and unpaid to and as of such date.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 A.M. noon (New York City time) on (x) in the third case of a proposed Borrowing comprised of LIBOR Advances, at least three Business Day Days prior to the date of the proposed Borrowing if a (or, as to any proposed Borrowing consists comprised of Eurodollar Rate LIBOR Advances, or not later than 11:00 A.M. at such other time as the applicable Borrower and the Banks may agree to for such proposed Borrowing) and (New York City timey) on in the date case of the a proposed Borrowing if a Borrowing consists comprised of Base Rate Advances, on the day of the proposed Borrowing, by the applicable Borrower to the Administrative Agent, which shall give to each Lender Bank prompt notice thereof by telecopiertelex or telecopy or in accordance with Section 8.02. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephonegiven in accordance with Section 8.02, confirmed immediately by telecopier in substantially the form of Exhibit B heretoA, identifying therein the requested Borrowing specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists comprised of Eurodollar Rate LIBOR Advances, initial Interest Period for each such Advance, provided that the applicable Borrower may not specify LIBOR Advances for any Borrowing if, after giving effect to such Borrowing, LIBOR Advances having more than eight different Interest Periods shall be outstanding. In the case of a proposed Borrowing comprised of LIBOR Advances, the Administrative Agent shall promptly notify each Bank of the applicable interest rate under Section 2.05(b). Each Lender Bank shall, before 11:00 A.M. noon (2:00 P.M. (New York City time) in the case of a Borrowing comprised of Base Rate Advances) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's Accountits Payment Office, in same day funds, such LenderBank's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the applicable Borrower at Bankers Trust Companythe Administrative Agent's aforesaid address. Each Bank may, 000 Xxxxxxx Xxxxxxat its option, Xxx Xxxx, Xxx Xxxx 00000make any Loan available to any Borrower not organized under the laws of a State of the United States of America by causing any foreign or domestic branch or Affiliate of such Bank to make such Loan; provided that any exercise of such option shall not affect the obligation of such Borrower not organized under the laws of a State of the United States of America to repay such Loan in accordance with the terms of this Agreement.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Appropriate Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Appropriate Borrower at Bankers Trust Companyby crediting the applicable Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any U.S. Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other U.S. Revolving Credit Lender and outstanding on the date of such U.S. Revolving Credit Borrowing , plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other U.S. Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing shall be made on noticenotice by the Borrower to the Agent, given not later than 11:00 A.M. 12:00 noon (New York City Dallas time) (i) in the case of a Borrowing comprised of Base Rate Advances, on the date of the proposed Borrowing; and (ii) in the case of a Borrowing comprised of Eurodollar Rate Advances, on the third Business Day prior to the date of the proposed Borrowing; provided, however, that (x) in the case of any requested Borrowing if a Borrowing consists to be comprised of Eurodollar Base Rate Advances, the proceeds of which Base Rate Advances are to be applied toward the Borrower's Reimbursement Obligations under a Letter of Credit, the notice effecting such request may be given at or not later than 11:00 A.M. (New York City time) prior to 2:00 P.M. on the date of the proposed Borrowing if drawing giving rise to such Reimbursement Obligation for a Borrowing consists comprised of Base Rate AdvancesAdvances to be made on such date in the amount of such Reimbursement Obligation; and (y) if a Default or an Event of Default has occurred and is continuing, by the Borrower shall not be entitled to request Borrowings comprised of Eurodollar Rate Advances and the Agent, which Lenders shall give not be required to each Lender prompt notice thereof by telecopiermake any Advances. Each such notice of a Borrowing borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately in writing (whether by telecopier telecopy, telex, cable or otherwise), in substantially the form of Exhibit B heretoA, specifying therein the requested (i) date of such Borrowing, Borrowing (which shall be a Business Day); (ii) Type of Advances comprising such Borrowing, ; (iii) aggregate amount of such Borrowing Borrowing; and (iv) if Interest Period for such Advance in the case of a requested Borrowing consists comprised of Eurodollar Rate Advances. Promptly after receipt of a Notice of Borrowing under this Section 3.02 (or telephonic notice in lieu thereof), the Agent shall notify each Lender by telex, telecopy, telegram, telephone or other similar form of transmission of the proposed Borrowing, and in each case of a proposed Borrowing comprised of Eurodollar Rate Advances, initial Interest Period for each such Advanceof the applicable interest rate. Each Lender shall, before 11:00 A.M. Noon (New York City Dallas time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Accountits address referred to in Section 9.02, in same day funds, such Lender's ratable portion Pro Rata Share of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds funds, and upon fulfillment of the applicable conditions set forth in Article IIIV, the Agent will make such same day funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Agent's address referred to in Section 9.02 in an amount equal to the amount requested by the Borrower for such Borrowing on the date requested by the Borrower therefor.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 2:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if the Facility with respect to which such Borrowing consists relates, and (v) in the case of a Borrowing consisting of 43 Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Banks or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if (other than a Multicurrency Borrowing) in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, or not later than 11:00 A.M. (New York City time) on the Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Multicurrency Borrowing denominated in a currency other than Canadian Dollars consisting of Eurocurrency Rate Advances, or the first Business Day prior to the date of the proposed Borrowing in the case of a Multicurrency Borrowing denominated in a currency other than Canadian Dollars consisting of Local Rate Advances (or, in the case of Advances denominated in a Foreign Currency where market practice differs, in accordance with the custom for such Foreign Currency), or (z) 12:00 Noon (Toronto time) on the first Business Day prior to the date of the proposed Borrowing in the case of a Multicurrency Borrowing consisting of Canadian Prime Rate Advances by the applicable Borrower to the Administrative Agent (and in the case of a Multicurrency Borrowing, simultaneously to the applicable Sub-Agent), which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B B-1 hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing, (v) in the case of a Borrowing and (iv) if such Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period for each such Advance and (vi) in the case of a Multicurrency Borrowing, currency for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 12:00 Noon (London time) on the date of such Borrowing, in the case of a Multicurrency Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such BorrowingLender and the other Appropriate Lenders, provided that the Multicurrency Lenders shall so make available their ratable portions of may otherwise agree to fund such Borrowing before 3:00 P.M. (New York City time) on such datedisproportionately. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust CompanyCompany by crediting the applicable Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given (i) in the case of a Borrowing comprising Eurodollar Rate Advances, not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if Borrowing, and (ii) in the case of a Borrowing consists of Eurodollar comprising Base Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate AdvancesBorrowing, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "Notice of Borrowing") shall be transmitted by telephonetelecopier, telex or cable, confirmed immediately by telecopier in writing, in substantially the form of Exhibit B A-1 hereto, specifying therein the requested (iA) date of such Borrowing, (iiB) Type of Advances comprising to be made in connection with such Borrowing, (iiiC) aggregate amount of such Borrowing Borrowing, and (ivD) if such in the case of a Borrowing consists of comprising Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (x) 12:00 noon (New York City time) on the date of such Borrowingany Borrowing comprising Eurodollar Rate Advances, and (y) 1:00 P.M. (New York City time) on the date of any Borrowing comprising Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's Accountits address referred to in Section 8.02, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companythe Administrative Agent's aforesaid address. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Notice of Borrowing requesting Eurodollar Rate Advances, 000 Xxxxxxx Xxxxxxthe Borrower shall indemnify each Lender against any loss, Xxx Xxxxcost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, Xxx Xxxx 00000including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is not made on such date. Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ratable portion of such Borrowing, the Administrative Agent may assume that such Lender has made such portion available to the Administrative Agent on the date of such Borrowing in accordance with subsection (a) of this Section 2.02 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender and the Borrower (following the Administrative Agent's demand on such Lender for the corresponding amount) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, the interest rate applicable at the time to Advances made in connection with such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Advance as part of such Borrowing for purposes of this Agreement. The failure of any Lender to make the Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Advance on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by such other Lender on the date of any Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Appropriate Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Appropriate Borrower at Bankers Trust Companyby crediting the applicable Borrower’s Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any U.S. Revolving Credit Borrowing , the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other U.S. Revolving Credit Lender and outstanding on the date of such U.S. Revolving Credit Borrowing , plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other U.S. Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(a) and except with respect to Advances made pursuant to Section 2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than 11:00 (x) 10:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, Advances or not later than 11:00 A.M. (y) 2:00 P.M. (New York City time) on the date of the proposed Revolving Credit Borrowing if in the case of a Revolving Credit Borrowing consists consisting of Base Rate Advances, by the any Borrower to the AgentAgent (and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances denominated in Swiss Francs, simultaneously to the Sub‑Agent), which shall give to each Lender prompt notice thereof by telecopierin writing. Each such notice of a Revolving Credit Borrowing (a "“Notice of Revolving Credit Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Borrowing Revolving Credit Borrowing, and (iv) if such in the case of a Revolving Credit Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance; provided, however, that if any such notice shall fail to specify a currency, Dollars shall be deemed to have been specified. Each Lender shall, before 11:00 A.M. 4:00 P.M. (New York City time) Interpublic Credit Agreement on the date of such Revolving Credit Borrowing, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Revolving Credit Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the applicable Borrower requesting the Revolving Credit Borrowing at Bankers Trust Companythe Agent’s address referred to in Section 9.02 or, 000 Xxxxxxx Xxxxxxin the case of a Revolving Credit Borrowing in a Committed Currency, Xxx Xxxxat the applicable Payment Office, Xxx Xxxx 00000as the case may be; provided, however, that the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, Advances by the Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice by the Borrower of a Borrowing (a "Notice of Borrowing") shall be by telephonein writing, confirmed immediately by telecopier or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date of such Borrowing, respective Commitments under the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateFacility. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account, 000 Xxxxxxx Xxxxxxprovided, Xxx Xxxxhowever, Xxx Xxxx 00000that the Agent shall first make a portion of such funds equal to the amount of any Letter of Credit Advances outstanding, on the date of such Borrowing plus accrued and unpaid interest thereon available to the Issuing Bank for repayment of such Letter of Credit Advances.

Making the Advances. (a) Each a. The Borrowing made on the Effective Date shall be made on notice, given (i) if such Borrowing is comprised of SOFR Advances, not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing, and (ii) if such Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists is comprised of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. not later than 1:00 P.M. (New York City time) on the date of such Borrowing, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof. The notice of the Borrowing to be made on the Effective Date (a “Notice of Borrowing”) shall be transmitted by facsimile or email in substantially the form of Exhibit A-1 hereto, specifying therein the requested (A) date of such Borrowing, (B) Type of Advances to be made in connection with such Borrowing, (C) aggregate amount of such Borrowing, (D) wire instructions of the Borrower, and (E) in the case of a Borrowing comprising SOFR Advances, initial Interest Period for such Advances. Each Lender shall, before (x) 12:00 noon (New York City time) on the date of the Borrowing, if such Borrowing is comprised of SOFR Advances, and (y) 3:00 P.M. (New York City time) on the date of the Borrowing, if such Borrowing is comprised Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Agent's ’s Account, in same day funds, such Lender's Xxxxxx’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000in such manner as the Borrower shall have specified in the Notice of Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b), each Borrowing shall be made on notice, given not later than 11:00 A.M. 12:00 noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Paying Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") Alliance Credit Agreement 36 36 shall be by telephone, confirmed immediately in writing, or by telecopier telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Paying Agent at the Paying Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Paying Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Paying Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Paying Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Revolving Credit Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.3 or, with respect to Swing Line Advances, in Section 2.2(b), each Borrowing shall be made on notice, given not later than 11:00 A.M. 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists in the case of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) Advances and on the first Business Day prior to the date of the proposed Borrowing if a Borrowing consists in the case of Base Prime Rate Advances, by the Borrower Borrowers to the Administrative Agent, which shall give to each appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall may be by telephone, confirmed immediately by in writing, or telex or telecopier in substantially the form of Exhibit B heretoEXHIBIT F, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions other appropriate Lenders. Upon and to the extent of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III3, the Administrative Agent will will, notwithstanding the failure of any Lender to fund its portion of the subject Advance, make such received funds available to the Borrower at Bankers Trust CompanyBorrowers by crediting the Borrowers' Account; PROVIDED, 000 Xxxxxxx XxxxxxHOWEVER, Xxx Xxxxthat in the case of any Revolving Credit Borrowing, Xxx Xxxx 00000the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank, the Issuing Bank and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, PLUS interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank, the Issuing Bank and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Borrowing Advance (other than Competitive Bid Advances) shall be made on notice, notice given not later than 11:00 10:00 A.M. (New York City Boston time), (i) in the case of a Base Rate Advance on the date of the proposed Borrowing or (ii) in the case of a Eurodollar Rate Advance on the third Business Day prior to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate AdvancesBorrowing, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, by the Borrower given to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing Agent from the Trust (a "Notice of Borrowing") ). The Agent shall give the Banks prompt notice of each Notice of Borrowing and of each other notice received from the Trust hereunder. Each such Notice of Borrowing shall be by telephone, telecopy, telex or cable, in each case confirmed immediately in writing by telecopier the Trust in substantially the form of Exhibit B hereto, specifying therein (A) the requested (i) date of such Borrowing, (iiB) the requested Type of Advances comprising such Borrowing, (iiiC) aggregate in the case of a Borrowing comprised of Eurodollar Rate Advances or Eurodollar Advances, the initial Interest Period for such Advances, and (D) the amount of such Borrowing and (ivwhich must be a minimum of $1,000,000 in the case of a Notice of Borrowing requesting Eurodollar Advances). (b) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender Bank shall, before 11:00 A.M. 12:00 Noon (New York City Boston time) on the date of such Borrowing, subject to the terms and conditions of this Agreement, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, address referred to in same day funds, 21 and in immediately available funds such LenderBank's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III7 or 8, as the case may be, the Agent will make credit such funds to the Trust at such address or office. (c) A Notice of Borrowing with respect to a Eurodollar Advance shall be irrevocable and binding on the Trust and, in respect of any Borrowing comprised of Eurodollar Advances, the Trust shall indemnify each Bank against any loss or expense incurred by such Bank as a result of any failure of the Trust to borrow the amounts requested on the date requested, including without limitation, any loss, including lost profits, or expense incurred by reason of the liquidation, reutilization or reemployment of deposits or other funds acquired by any Bank to fund or maintain a Eurodollar Advance to be made by such Bank. (d) Unless the Agent shall have received notice from a Bank prior to the date of any Borrowing that such Bank will not make available to the Borrower Agent such Bank's ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with and as provided in this 2.2 and the Agent may, in reliance upon such assumption, make available on such date a corresponding amount to the Trust. If and to the extent such Bank shall not have so made such ratable portion available to the Agent and the Agent shall have made available such corresponding amount to the Trust, such Bank agrees to pay to the Agent forthwith on demand, and the Trust agrees to repay to the Agent within two Business Days after demand (but only after demand for payment has first been made to such Bank and such Bank has failed to make such payment), an amount equal to such corresponding amount together with interest thereon for each day from the date the Agent shall make such amount available to the Trust until the date such amount is paid or repaid to the Agent, at Bankers an interest rate for the first day of such period equal to the interest rate applicable at the time to Advances comprising such Borrowing and for all subsequent days of such period equal to the Alternate Base Rate. If such Bank shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Bank's Advance as part of such Borrowing for purposes of this Agreement. If the Trust Companymakes a repayment required by the foregoing provisions of this 2.2(d) and thereafter the applicable Bank or Banks make the payments to the Agent required by this 2.2(d), 000 Xxxxxxx Xxxxxxthe Agent shall promptly refund the amount of the Trust's payment. (e) The failure of any Bank to make the Advance to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, Xxx Xxxxif any, Xxx Xxxx 00000.hereunder to make its Advance on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Advance to be made by such other Bank on the date of any Borrowing. (f) In the case of Eurodollar Advances requested in a Notice of Borrowing, the Agent shall notify the Trust and the Company and each Bank of the Eurodollar Rate applicable to such Eurodollar Advances not later than 11:00 A.M. (Boston time) on the Business Day of the proposed Borrowing specified in the applicable Notice of Borrowing. (g) The Trust hereby absolutely and unconditionally promises to pay to the Agent for the account of each of the Banks on the Termination Date all Outstanding Advances. (h)

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing, (v) in the case of a Borrowing and (iv) if such Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such AdvanceAdvance and (vi) if any portion of such Borrowing is proposed to be used to pay the purchase price of any Permitted Acquisitions, the portion of such Borrowing, and the cash and Cash Equivalent of the Borrower and its Subsidiaries on the date of such Notice of Borrowing, proposed to be used to pay such purchase price of such Permitted Acquisition. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or the Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, 42 42 available to the Swing Line Bank or the Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists in Dollars consisting of Eurodollar Eurocurrency Rate Advances, or not later than 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists in an Alternate Currency consisting of Eurocurrency Rate Advances or the Business Day of the proposed Borrowing in the case of a Borrowing consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopierthereof. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately in writing or by telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) currency of such Borrowing, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing (v) remittance instructions and (ivvi) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 1:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article IIIIV, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000the Agent’s address referred to in Section 9.02.

Making the Advances. (aA) Each Borrowing shall be made on noticeExcept as otherwise provided herein, given not later than 11:00 A.M. (New York City time) on the third Business Day prior Borrower may request the Lenders to make Advances to the date of the proposed Borrowing if a Borrowing consists of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the date of the proposed Borrowing if a Borrowing consists of Base Rate Advances, Borrower by the Borrower delivery to the Agent, which shall give to each Funding Agent and, so long as it remains a Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such Borrowing consists of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Agent at the Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowinghereunder, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 CS Conduit Lender, not later than 1:00 P.M. (New York City time) two (2) Business Days prior to the proposed Borrowing Date of a written notice of such request substantially in the form of Exhibit B-2 attached hereto (each such notice, a “Notice of Borrowing”) together with a duly completed Borrowing Base Certificate signed by a Responsible Officer of the Borrower. Any Notice of Borrowing or Borrowing Base Certificate received by the Agent and the Funding Agents after the time specified in the immediately preceding sentence shall be deemed to have been received by the Agent and the Funding Agents on the next Business Day, and to the extent that results in the proposed Borrowing Date being earlier than two (2) Business Days after the date of delivery of such dateNotice of Borrowing, then the date specified in such Notice of Borrowing as the proposed Borrowing Date of an Advance shall be deemed to be the Business Day immediately succeeding the proposed Borrowing Date of such Advance specified in such Notice of Borrowing. After The proposed Borrowing Date specified in a Notice of Borrowing shall be no earlier than two Business Days after the date of delivery of such Notice of Borrowing and may be up to a maximum of thirty (30) days after the date of delivery of such Notice of Borrowing. Unless otherwise provided herein, each Notice of Borrowing shall be irrevocable and shall specify (i) the aggregate principal amount of the Advance requested and (ii) the Borrowing Date (which shall be a Business Day). If the Agent contests the Borrower’s calculations or any statement within a Notice of Borrowing, it shall promptly inform [***] = Certain information has been excluded from this exhibit because it is both not material and would likely cause competitive harm to the company if publicly disclosed. the Borrower in writing (including by electronic mail) and no Lender shall be obligated to make an Advance in accordance with such Notice of Borrowing. The Borrower may then deliver an amended Notice of Borrowing to the Agent's receipt , each Funding Agent and, so long as it remains a Lender hereunder, the CS Conduit Lender or, by written notice, rescind the Notice of Borrowing; provided that if the Borrower elects to deliver an amended Notice of Borrowing, such amended Notice of Borrowing shall reflect a proposed Borrowing Date no earlier than two (2) Business Days after the date of delivery of such funds and upon fulfillment amended Notice of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000Borrowing.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be in writing or by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat, Xxx Xxxx 00000in the case of any Revolving Credit Borrowing, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, as the case may be, and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or Section 2.03(c), each Borrowing shall be made on notice, given not later than 11:00 A.M. (x) 1:00 P.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, Advances or not later than 11:00 A.M. (y) 1:00 P.M. (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopier. Each such notice of a Borrowing (a "“Notice of Revolving Credit Borrowing"”) shall be by telephone, confirmed immediately by in writing, or telecopier in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 3:00 P.M. (New York City time) on the date of such Borrowing, Borrowing make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Companythe Borrower’s account as specified in writing by two Financial Officers of the Borrower; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, Xxx Xxxx 00000plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Banks and such other Lenders for repayment of such Swing Line Advances.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 (x) 10:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate AdvancesAdvances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, or not later than 11:00 A.M. (z) 12:00 noon (New York City time) on the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the any Borrower to the Agent (and, in the case of a Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice thereof by telecopierfacsimile. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or facsimile in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing Borrowing, and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Eurocurrency Rate Advances, initial Interest Period and currency for each such Advance; provided, however, that if any such notice shall fail to specify a currency, Dollars shall be deemed to have been specified. Each Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 4:00 P.M. (London time) on the date of such Borrowing, in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the applicable Borrower requesting the Borrowing at Bankers Trust Companythe Agent's address referred to in Section 9.02 or, 000 Xxxxxxx Xxxxxxin the case of a Borrowing in a Committed Currency, Xxx Xxxxat the applicable Payment Office, Xxx Xxxx 00000as the case may be.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 2:00 P.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon Credit Agreement fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower by crediting the Borrower’s Account; provided, however, that, in the case of any Revolving Credit Borrowing, the Administrative Agent shall first apply such funds to prepay ratably the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances outstanding at Bankers Trust Companysuch time, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000together with interest accrued and unpaid thereon to and as of such date.

Making the Advances. (a) Each Except as otherwise provided in Section 2.03, each Borrowing (other than a Swing Line Borrowing) shall be made on notice, given not later than 11:00 A.M. 12:00 Noon (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date one Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Administrative Agent, which shall give to each Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of BorrowingNOTICE OF BORROWING") shall be by telephone, confirmed immediately by in writing, or telex or telecopier or e-mail, in each case in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Lender shall, before 11:00 A.M. 12:00 Noon (New York City time) on the date of such BorrowingBorrowing in the case of a Borrowing consisting of Eurodollar Rate Advances and 1:00 P.M. (New York City time) on the date of such Borrowing in the case of a Borrowing consisting of Base Rate Advances, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Companyby crediting the Borrower's Account; provided, 000 Xxxxxxx Xxxxxxhowever, Xxx Xxxxthat the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by the Swing Line Bank or any Issuing Bank, Xxx Xxxx 00000as the case may be, and by any other Lender and outstanding on the date of such Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank or such Issuing Bank, as the case may be, and such other Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as otherwise provided in Section 2.02(b) or 2.03, each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the a Borrower to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telex or telecopier. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telephone, confirmed immediately by telecopier in writing, or telex or telecopier, in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's Account, in same day funds, such Lender's ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to such Borrower by crediting such Borrower's Account; provided, however, that, in the Borrower at Bankers Trust Companycase of any Revolving Credit Borrowing, 000 Xxxxxxx Xxxxxxthe Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances and Letter of Credit Advances made by any Swing Line Bank or any Issuing Bank, Xxx Xxxxas the case may be, Xxx Xxxx 00000and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to such Swing Line Bank or such Issuing Bank, as the case may be, and such other Revolving Credit Lenders for repayment of such Swing Line Advances and Letter of Credit Advances.

Making the Advances. (a) Each Except as provided in clause (b) below, clause (c) below or Section 3.04, each Borrowing shall be made on irrevocable notice, given not later than 11:00 A.M. 12:00 (noon) (New York City time) on the third Business Day prior to the date of the proposed Borrowing if Borrowing, in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. (New York City time) on the first Business Day prior to the date of the proposed Borrowing if (or, in the case of the initial Borrowing, on the date of such Borrowing), in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower BEC to the Administrative Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopiertelecopier or electronic communication. Each such irrevocable notice of a Borrowing (a "Notice of Borrowing"“Funding Notice”) shall be by telephone, confirmed immediately promptly in writing, including by telecopier or electronic communication, in substantially the form of Exhibit B heretoC-1, specifying therein the requested (i) date of such Borrowing, (ii) Facility under which such Borrowing is to be made, (iii) Type of Advances comprising such Borrowing, (iiiiv) aggregate amount of such Borrowing and (ivv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such Advance. Each Appropriate Lender shall, before 11:00 A.M. 12:00 (noon) (New York City time) on the date of such Borrowing, make available by wire transfer for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on accordance with the date respective Commitments under the applicable Facility of such Borrowing, Lender and the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such dateother Appropriate Lenders. After the Administrative Agent's ’s receipt of such funds and upon fulfillment or waiver of the applicable conditions set forth in Article IIIV, the Administrative Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000Borrowers by crediting the Revenue Account or as otherwise directed by BEC.

Making the Advances. (a) Each Borrowing shall be made on notice, given not later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Borrowing if in the case of a Borrowing consists consisting of Eurodollar Rate Advances, or not later than 11:00 A.M. 1:00 P.M. (New York City time) on the date Business Day of the proposed Borrowing if in the case of a Borrowing consists consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender prompt notice thereof by telecopiertelecopier or telex. Each such notice of a Borrowing (a "“Notice of Borrowing"”) shall be in writing signed by telephone, confirmed immediately by telecopier a Financial Officer in substantially the form of Exhibit B hereto, specifying therein the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing and Borrowing, (iv) if such in the case of a Borrowing consists consisting of Eurodollar Rate Advances, initial Interest Period for each such AdvanceAdvance and (v) wire transfer instructions. Each Lender shall, before 11:00 12:00 noon (New York City time) on the date of such Borrowing (or, in the case of any Notice of Borrowing with respect to a Base Rate Advance given on or after 10:00 A.M. (New York City time) but on or before 1:00 P.M. (New York City time) on the date of such Borrowing, before 3:00 P.M. (New York City time) on the date of such Borrowing), make available for the account of its Applicable Lending Office to the Agent at the Agent's ’s Account, in same day funds, such Lender's ’s ratable portion of such Borrowing; provided, however, that if a Notice of Borrowing in respect of a proposed Borrowing consisting of Base Rate Advances is given on the date of such Borrowing, the Lenders shall so make available their ratable portions of such Borrowing before 3:00 P.M. (New York City time) on such date. After the Agent's ’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at Bankers Trust Company, 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000as specified in the Notice of Borrowing.