Common use of Making the Term Loan Clause in Contracts

Making the Term Loan. (a) The Administrative Borrower shall give the Agent prior notice (in writing, in substantially the form of Exhibit D hereto (a “Notice of Borrowing”)), not later than 12:00 noon (New York City time) on the date which is five (5) Business Days prior to the Effective Date (or such shorter period as the Agent is willing to accommodate from time to time, but in no event later than 12:00 noon (New York City time) on the Effective Date). Such Notice of Borrowing shall be irrevocable and shall specify (i) the principal amount of the proposed Loan, (ii) the use of the proceeds of such proposed Loan, and (iii) the proposed borrowing date, which must be the Effective Date. The Agent and the Lenders may act without liability upon the basis of written, telecopied or telephonic notice believed by the Agent in good faith to be from the Administrative Borrower (or from any authorized signatory thereof designated in writing purportedly from the Administrative Borrower to the Agent). The Agent and each Lender shall be entitled to rely conclusively on any authorized signatory’s authority to request a Loan on behalf of the Borrowers until the Agent receives written notice to the contrary. The Agent and the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing.

Making the Term Loan. (a) The Administrative Borrower shall give the Agent prior telephonic notice (immediately confirmed in writing, in substantially the form of Exhibit D E hereto (a “"Notice of Borrowing”")), not later than 12:00 noon (New York City time) on the date which is five (5) Business Days prior to the Effective Date (or such shorter period as the Agent is willing to accommodate from time to time, but in no event later than 12:00 noon (New York City time) on the Effective Funding Date). Such Notice of Borrowing shall be irrevocable and shall specify (i) the principal amount of the proposed Term Loan, (ii) the use of the proceeds of such proposed the Term Loan, and (iii) the proposed borrowing date, which must be the Effective Funding Date. The Agent and the Lenders Lender may act without liability upon the basis of written, telecopied or telephonic notice believed by the Agent in good faith to be from the Administrative Borrower (or from any authorized signatory Authorized Officer thereof designated in writing purportedly from the Administrative Borrower to the Agent). The Borrower hereby waives the right to dispute the Agent's record of the terms of any such telephonic Notice of Borrowing. The Agent and each Lender shall be entitled to rely conclusively on any authorized signatory’s Authorized Officer's authority to request a the Term Loan on behalf of the Borrowers Borrower until the Agent receives written notice to the contrary. The None of the Agent and the Lenders shall have no any duty to verify the authenticity of the signature appearing on any the written Notice of Borrowing.

Making the Term Loan. (a) The Administrative Borrower shall give the Agent prior telephonic notice (immediately confirmed in writing, substantially in substantially the form of Exhibit D hereto (a “Notice of Borrowing”"NOTICE OF BORROWING")), not later than 12:00 noon (New York City time) on the date which is five one (51) Business Days Day prior to the Effective Date (or such shorter period as the Agent is willing to accommodate from time to time, but in no event later than 12:00 noon (New York City time) on the Effective Date). Such Notice of Borrowing shall be irrevocable and shall specify (i) the aggregate principal amount of the proposed Term Loan, (ii) the use of the proceeds of such proposed the Term Loan, and (iii) the proposed borrowing date, which must be the Effective Datea Business Day. The Agent and the Lenders may act without liability upon the basis of written, telecopied or telephonic notice believed by the Agent in good faith to be from the Administrative Borrower (or from any authorized signatory Authorized Officer thereof designated in writing purportedly from the Administrative Borrower to the Agent). The Borrowers hereby waive the right to dispute the Agent's record of the terms of any such telephonic Notice of Borrowing. The Agent and each Lender shall be entitled to rely conclusively on any authorized signatory’s Authorized Officer's authority to request a the Term Loan on behalf of the Borrowers until the Agent receives written notice to the contrary. The Agent and the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing.

Making the Term Loan. (a) The Administrative Borrower shall give the Agent prior notice (in writing, in substantially the form of Exhibit D hereto (a “"Notice of Borrowing”")), not later than 12:00 noon (New York City time) on the date which is five (5) Business Days prior to the Effective Date (or such shorter period as the Agent is willing to accommodate from time to time, but in no event later than 12:00 noon (New York City time) on the Effective Date). Such Notice of Borrowing shall be irrevocable and shall specify (i) the principal amount of the proposed Loan, (ii) the use of the proceeds of such proposed Loan, and (iii) the proposed borrowing date, which must be the Effective Date. The Agent and the Lenders may act without liability upon the basis of written, telecopied or telephonic notice believed by the Agent in good faith to be from the Administrative Borrower (or from any authorized signatory thereof designated in writing purportedly from the Administrative Borrower to the Agent). The Agent and each Lender shall be entitled to rely conclusively on any authorized signatory’s 's authority to request a Loan on behalf of the Borrowers until the Agent receives written notice to the contrary. The Agent and the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing.