Manner and Disbursement of Loans. The Borrower shall give written or telephonic notice to the Bank (which notice shall be irrevocable once given and, if given by telephone, shall be promptly confirmed in writing) by no later than 11:00 a.m. (Chicago time) on the date the Borrower requests the Bank to make a Loan hereunder. Each such notice shall specify the date of the Loan requested (which must be a Business Day) and the amount of such Loan. Each Loan shall initially constitute part of the Base Rate Portion except to the extent the Borrower has otherwise timely elected that such Loan, or any part thereof, constitute part of a LIBOR Portion as provided in Section 2 hereof. The Borrower agrees that the Bank may rely upon any written or telephonic notice given by any person the Bank in good faith believes is an Authorized Representative without the necessity of independent investigation and, in the event any telephonic notice conflicts with the written confirmation, such telephonic notice shall govern if the Bank has acted in reliance thereon. Subject to the provisions of Section 7 hereof, the proceeds of each Loan shall be made available to the Borrower at the principal office of the Bank in Chicago, Illinois, in immediately available funds, in the case of the initial Loans made hereunder, in accordance with the terms of the written disbursement instructions of the Borrower and, in the case of each subsequent Loan, by deposit to the Borrower’s primary operating account maintained with the Bank or as otherwise agreed upon by the Borrower and the Bank.

Manner and Disbursement of Loans. The Company shall give written or telephonic notice to the Lender (which notice shall be irrevocable once given) by no later than 11:00 a.m. (Chicago time) on the date the Company requests that any Loan be made to it under the Commitments. Each such notice shall specify the date of the Loan requested (which must be a Business Day), the type of Loan being requested, and the amount thereof. Each Loan shall initially constitute part of the applicable Base Rate Portion except to the extent the Company has otherwise timely elected that such Loan, or any part thereof, constitute part of a LIBOR Portion as provided in Section 2 hereof. The Company agrees that the Lender may rely upon any written or telephonic notice given by any person the Lender in good faith believes is an Authorized Representative without the necessity of independent investigation and, in the event any telephonic notice conflicts with any written confirmation, such telephonic notice shall govern if the Lender has acted in reliance thereon. Subject to the provisions of Section 6 hereof, the proceeds of each Loan shall be made available to the Company at the principal office of the Lender in Chicago, Illinois, in immediately available funds.

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Manner and Disbursement of Loans. The Company shall give written or telephonic notice to the Bank (which notice shall be irrevocable once given and, if given by telephone, shall be promptly confirmed in writing) by no later than 11:00 a.m. (Los Angeles time) on the date the Company requests the Bank to make a Loan hereunder. Each such notice shall specify the date of the Loan requested (which must be a Business Day) and the amount of such Loan. Each Loan shall initially constitute part of the Domestic Rate Portion except to the extent the Company has otherwise timely elected as provided in Section 2 hereof. The Company agrees that the Bank may rely upon any written or telephonic notice given by any person the Bank in good faith believes is an Authorized Representative without the necessity of independent investigation and, in the event any telephonic notice conflicts with the written confirmation, such telephonic notice shall govern if the Bank has acted in reliance thereon. Subject to the provisions of Section 6 hereof, the proceeds of each Loan shall be made available to the Company at the principal office of the Bank in New York, New York, in immediately available funds.

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Manner and Disbursement of Loans. A Borrower shall give written notice to the Lender (each, a “Notice of Borrowing”) substantially in the form attached hereto as Exhibit B (Notice of Borrowing) or in such other form acceptable to the Lender, by no later than 11:00 a.m. (Chicago time) on the date such Borrower requests the Lender to make a Loan hereunder. Each such notice shall specify the date of the Loan requested (which must be a Business Day) and the amount of such Loan. Each Borrower agrees that the Lender may rely upon any written notice given by any person the Lender in good faith reasonably believes is an Authorized Representative without the necessity of independent investigation. Subject to the provisions of Section 6 hereof, the proceeds of each Loan shall be made available to the Borrower requesting such Loan by wire transfer in U.S. Dollars in accordance with written instructions to the Lender from such Borrower on the date specified in the Notice of Borrowing if such Notice of Borrowing has been given no later than 11:00 a.m. (Chicago time), or if given after 11:00 a.m. (Chicago time), on the next Business Day.

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Manner and Disbursement of Loans. (a) The Company (which is acting on behalf of the Borrowers pursuant to Section 1.7 hereof) shall give written or telephonic notice to the Administrative Agent (which notice shall be irrevocable once given and, if given by telephone, shall be promptly confirmed in writing) by no later than 11:00 a.m. (Chicago time) of the date any Borrower requests that any Revolving Loan be made to it under the Revolving Credit Commitments and of the date it requests the Term Loan to be made to it under the Term Credit, and the Administrative Agent shall promptly notify each Lender of the Administrative Agent's receipt of each such notice. Each such notice shall specify the name of the Borrower to whom the Loan requested is to be made (in the case of a Revolving Loan), the date of the Loan requested (which must be a Business Day), whether such Loan is a Revolving Loan or Term Loan and the amount of such Loan. The Borrowers agree that the Administrative Agent may rely upon any written or telephonic notice given by any person the Administrative Agent reasonably and in good faith believes is an Authorized Representative without the necessity of independent investigation and, in the event any telephonic notice conflicts with the written confirmation, such telephonic notice shall govern if the Administrative Agent and the Lenders have acted in reliance thereon. (b) The Borrowers hereby irrevocably authorize the Lenders to make Revolving Loans from time to time hereunder for reimbursement of a drawing paid by the Administrative Agent on a Letter of Credit, any such Revolving Loan may be made without regard to the provisions of Section 7 hereof. The Borrowers acknowledge and agree, however, that the Lenders shall not be under any obligation to make a Revolving Loan under this Section 1.5(b), and the Lenders shall incur no liability to any Borrower or any other Person for refusing to make a Revolving Loan under this Section 1.5(b). (c) Not later than 1:00 p.m. (Chicago time) on the date specified for any Loan to be made by a Lender hereunder, such Lender shall make the proceeds of its pro rata share of such Loan available to the Administrative Agent in Chicago, Illinois in immediately available funds. Subject to the provisions of Section 7 hereof, the proceeds of each Loan shall be made available to the relevant Borrower at the principal office of the Administrative Agent in Chicago, Illinois, in immediately available funds, upon receipt by the Administrative Agent from each Lend...

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Manner and Disbursement of Loans. The Borrower shall give written or telephonic notice to the Bank (which notice shall be irrevocable once given) by no later than Noon (New York City time) on the date the Borrower requests the Bank to make a Loan hereunder specifying the date of the Loan requested (which must be a Business Day) and the amount of such Loan. The Borrower agrees that the Bank may rely upon any written or telephonic notice given by any person the Bank in good faith believes is an Authorized Representative without the necessity of independent investigation. Subject to the provisions of Section 6 hereof, the proceeds of each Loan shall be made available to the Borrower at the principal office of the Bank in New York City in immediately available funds.

Manner and Disbursement of Loans. (a) The Company shall give written or telephonic notice to the date Bank (which notice shall be irrevocable once given) by no later than 1:00 p.m. (Chicago time) on the date the Company requests the Bank to make a Loan hereunder. Each such notice shall specify the date of the Loan requested (which must be a Business Day) and the amount of such Loan. The Company agrees that the Bank may rely upon any written or telephonic notice given by any person the Bank in good faith believes is an Authorized Representative without the necessity of independent investigation. (b) The Company hereby irrevocably authorizes the Bank to make Loans from time to time hereunder for payment of any Obligation then due and payable (whether such Obligation is for interest then due on a Loan, reimbursement under an Application or otherwise), and any such Loan may be made without regard to the provisions of Section 7 hereof. The Company acknowledges and agrees, however, that the Bank shall not be under any obligation to make a Loan under this Section 1.4(b), and the Bank shall incur no liability to the Company or any other Person for refusing to make a Loan under this Section 1.4(b). (c) Subject to the provisions of Section 7 hereof, the proceeds of each Loan made under Section 1.4(a) hereof shall be made available to the Company at the principal office of the Bank in Chicago, Illinois, in immediately available funds, in the case of the initial Loan made hereunder, in accordance with the terms of the written disbursement instructions of the Company, and, in the case of each subsequent Loan, by deposit to the Company's general account with the Bank known as Account Number 000-000-0. The proceeds of each Loan made under Section 1.4(b) hereof shall be disbursed by the Bank by way of direct payment of the relevant Obligation.

Manner and Disbursement of Loans. (a) The Parent (which is acting on behalf of the Borrowers pursuant to Section 1.6 hereof) shall give written or telephonic notice to the Bank (which notice shall be irrevocable once given) by no later than 2:00 p.m. (Chicago time) on the date the Parent requests the Bank to make a Loan hereunder. Each such notice shall specify the date of the Loan requested (which must be a Business Day), the amount of such Loan and the relevant Borrower for such Loan. All Loans shall initially be made directly to the Parent and the proceeds thereof shall, to the extent specified in the related notice, be loaned by the Parent to the Company and/or Acquisition Corp., as the case may be, in the amounts 3 9 specified in the related notice. All such loans from the Parent to the Company or Acquisition Corp. shall be evidenced by a revolving promissory note, jointly and severally made by the Company and Acquisition Corp., in the form of Exhibit F hereto (an "Intercompany Note"), which shall be pledged to the Bank as security for the obligations of the Borrowers hereunder. The amounts of the loans from the Parent to the Company and Acquisition Corp. shall be set forth in the related notice of borrowing and each such notice shall constitute authorization by the Parent, the Company and Acquisition Corp. to the Bank to note the amount of such loan from the Parent to the Company or Acquisition Corp. on the Intercompany Note. Each Loan to the Parent shall initially constitute part of the applicable Prime Rate Portion except to the extent the Parent has otherwise timely elected that such Loan constitute part of a LIBOR Portion as provided in Section 2 hereof. The Borrowers agree that the Bank may rely upon any written or telephonic notice given by any person the Bank in good faith believes is an Authorized Representative without the necessity of independent investigation.

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