Common use of Manner of Borrowing Clause in Contracts

Manner of Borrowing. (i) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) and shall specify (A) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (B) the Type or Types of Loans requested and (C) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunder. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (ii) Not later than 1:00 p.m. (New York time) on each requested date for the making of Loans, each Bank shall make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iii) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (iv) All Loans made available to the Agent in accordance with Section 1.02(a)(ii) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans (other than Swing Loans), the Business Day before the requested date for the making of such Loans, Loans and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, which amount shall be not less than, in the case of Base Rate Loans, $500,000 or an integral multiple of $100,000 in excess thereof and, in the case of Eurodollar Rate Loans, $1,000,000 or an integral multiple of $250,000 in excess thereof, or the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000)applicable unused Commitments, and shall not exceed as the maximum amount that can then be borrowed hereundercase may be. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:00 a.m. (New York time) on each requested date for the making of Loans (other than Swing Loans), each Bank shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon 10:00 a.m. (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower and the such Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a1.04(a). (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) or Section 1.02(c) shall be disbursed by the Administrative Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The applicable Borrower shall give ------------------- the Administrative Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York City time) onon (1) in the case of Eurocurrency Rate Loans to be made to the Company, the third Eurocurrency Business Day, (2) in the case of Eurocurrency Rate Loans to be made to Xpedite UK, the fourth Eurocurrency Business Day and (3) in the case of Base Rate LoansLoans to be made to the Company, the Business Day for the making of such LoansDay, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested ------------- date for the making of the requested Loans, which shall bebe a Eurocurrency Business Day (or, in the case of Base Rate LoansLoans to be made to the Company, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day), (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested shall be, in the case of Loans made to be made on the requested date shall be at least Two Million Dollars (Company, $2,000,000 or any integral multiple of $1,000,000 in excess thereof, or, if less than $2,000,000) , the aggregate amount of the unused Commitments and, in the case of Loans made to Xpedite UK, (Pounds)2,000,000 or such greater any integral multiple of (Pounds)1,000,000 in excess thereof, or, if less than (Pounds)2,000,000, the aggregate amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Sterling Sub-limit. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:00 a.m. (New York City time) on each requested date for the making of Loans, each Bank shall make available to the Administrative Agent, in Dollars or Sterling, as the case may be, in funds immediately available to the Administrative Agent (or, in the case of Loans disbursed in Sterling, in funds as may then be customary for the settlement of international transactions in Sterling) at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon 10:00 a.m. (New York City time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the applicable Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the applicable Borrower until the date such amount shall have been repaid to the Administrative Agent, at a rate per annum equal to, in the case of Loans denominated in Dollars, the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base RateRate and, in the case of Loans denominated in Sterling, the overnight London interbank Sterling rate, as determined by the Administrative Agent. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and the such Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). Nothing in this Section 1.02(c) shall be deemed to limit the obligation of any Bank to make Loans hereunder or to limit the rights that the Borrowers may have against any Bank for its failure to make any Loans hereunder. (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 p.m. 12:00 noon (New York City time) on the requested date therefor in Dollars or Sterling, as the case may be, in funds immediately available to the applicable Borrower (or, in the case of Loans disbursed in Sterling, in funds as may then be customary for the settlement of international transactions in Sterling) by credit to an account of such Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice of borrowing and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The applicable Borrower shall give ------------------- the Administrative Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York City time) onon (1) in the case of Eurocurrency Rate Loans to be made to the Company, the third Eurocurrency Business Day, (2) in the case of Eurocurrency Rate Loans to be made to Xpedite UK, the fourth Eurocurrency Business Day and (3) in the case of Base Rate LoansLoans to be made to the Company, the Business Day for the making of such LoansDay, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested ------------- date for the making of the requested Loans, which shall bebe a Eurocurrency Business Day (or, in the case of Base Rate LoansLoans to be made to the Company, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day), (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested shall be, in the case of Loans made to be the Company, $1,000,000 or any integral multiple of $1,000,000 in excess thereof, or, if less than $1,000,000, the aggregate amount of the unused Commitments and, in the case of Loans made on to Xpedite UK, (Pounds)500,000 or any integral multiple of (Pounds)500,000 in excess thereof, or, if less than (Pounds)500,000, the requested date shall be at least Two Million Dollars ($2,000,000) or such greater aggregate amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Sterling Sub-limit. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:00 a.m. (New York City time) on each requested date for the making of Loans, each Bank shall make available to the Administrative Agent, in Dollars or Sterling, as the case may be, in funds immediately available to the Administrative Agent (or, in the case of Loans disbursed in Sterling, in funds as may then be customary for the settlement of international transactions in Sterling) at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon 10:00 a.m. (New York City time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the applicable Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the applicable Borrower until the date such amount shall have been repaid to the Administrative Agent, at a rate per annum equal to, in the case of Loans denominated in Dollars, the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base RateRate and, in the case of Loans denominated in Sterling, the overnight London interbank Sterling rate, as determined by the Administrative Agent. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and the such Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). Nothing in this Section 1.02(c) shall be deemed to limit the obligation of any Bank to make Loans hereunder or to limit the rights that the Borrowers may have against any Bank for its failure to make any Loans hereunder. (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 p.m. 12:00 noon (New York City time) on the requested date therefor in Dollars or Sterling, as the case may be, in funds immediately available to the applicable Borrower (or, in the case of Loans disbursed in Sterling, in funds as may then be customary for the settlement of international transactions in Sterling) by credit to an account of such Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice of borrowing and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower In addition to any notice required by Section 1.3(f) of this Agreement, the Company shall give telephonic, telex or telecopy notice to the Agent notice (which notice, if telephonic, shall be irrevocablepromptly confirmed in writing) no later than 10:00 11:00 a.m. (New York Chicago time) on, in on the case date the Banks are requested to make a borrowing of Base Rate Loans, the Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such LoansTerm Loans available hereunder. Each such notice shall be in specify the form of Schedule 1.02 (a) and shall specify (A) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (B) the Type or Types of Loans requested proposed borrowing and (C) the amount of such borrowing. The Company agrees that the Agent may rely on any such telephonic, telex or telecopy notice given by any person who the Agent believes is authorized to give such notice without the necessity of independent investigation and in the event any notice by such means conflicts with the written confirmation, such notice shall govern if any Bank has acted in reliance thereon. The Agent shall, no later than 12:30 p.m. (Chicago time) on the day any such notice is received by it, give telephonic, telex or telecopy (if telephonic, to be confirmed in writing within one Business Day) notice of the receipt of notice from the Company hereunder to each such Type of Loanthe Banks. (b) Subject to the provisions of Section 6 hereof, the aggregate proceeds of which amounts for all Types each Term Loan shall be made available to the Company at the principal office of Loans the Agent in Chicago, Illinois, in immediately available funds, on the date such Term Loan is requested to be made made. Not later than 2:00 p.m. Chicago time, on the requested date specified for any Term Loan to be made hereunder, each Bank shall be make its portion of such Term Loan available to the Company in immediately available funds at least Two Million Dollars the principal office of the Agent. ($2,000,000c) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunder. Upon receipt of any such notice, Unless the Agent shall promptly notify each have been notified by a Bank of prior to 1:00 p.m. (Chicago time) on the contents thereof and of the amount and Type of each date a Term Loan is to be made by such Bank on (which notice shall be effective upon receipt) that such Bank does not intend to make the requested date specified therein. (ii) Not later than 1:00 p.m. (New York time) on each requested date for the making proceeds of Loans, each Bank shall make such Term Loan available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iii) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans proceeds available to the Agent on such date in accordance with Section 1.02(a)(ii) and the Agent in its sole discretion may, may in reliance upon such assumption, assumption (but shall not be required to) make available to the Borrower on such date Company a corresponding amount on behalf of such Bankamount. If and to the extent such Bank shall not have so made available to the Agent, the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (iv) All Loans fact made available to the Agent by such Bank, the Agent shall be entitled to receive such amount on demand from such Bank (or, if such Bank fails to pay such amount forthwith upon such demand, to recover such amount, together with interest thereon at the rate otherwise applicable thereto under Section 1.3 hereof, from the Company) together with interest thereon in accordance respect of each day during the period commencing on the date such amount was made available to the Company and ending on the date the Agent recovers such amount, at a rate per annum equal to the effective rate charged to the Agent for overnight Federal funds transactions with member banks of the Federal Reserve System for each day, as determined by the Agent (or, in the case of a day which is not a Business Day, then for the preceding Business Day) (the "FED FUNDS RATE"). Nothing in this Section 1.02(a)(ii1.5(c) shall be disbursed by deemed to permit any Bank to breach its obligations to make Term Loans under the Agent not later than 1:00 p.m. (New York time) on Term Credit or to limit the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of Company's claims against any Bank for such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agentbreach.

Manner of Borrowing. (ia) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans (other than Swing Loans), the Business Day before the requested date for the making of such Loans, Loans and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans; provided, that no Eurodollar Rate Loan shall be made on or before the earlier of the date that is 90 days following the Restated Agreement Date and the date on which the general syndication of the credit facility provided for herein is completed, as specified by The Bank of New York and Bankers Trust Company, other than Eurodollar Rate Loans having a one-month Interest Period. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) whether the requested Loans are Term A Loans, Term B Loans, RC A Loans or RC B Loans, (ii) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Biii) the Type or Types of Loans requested and (Civ) the amount of each such Type of Loan, which amount shall be not less than, in the case of Base Rate Loans, $500,000 or an integral multiple of $100,000 in excess thereof and, in the case of Eurodollar Rate Loans, $1,000,000 or an integral multiple of $250,000 in excess thereof, or the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000)applicable unused Commitments, and shall not exceed as the maximum amount that can then be borrowed hereundercase may be. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:00 a.m. (New York time) on each requested date for the making of Loans (other than Swing Loans), each Bank shall make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank prior to 12:00 noon 10:00 a.m. (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower and the such Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a1.04(a). (ivd) All Loans made available to the Agent in accordance with Section 1.02(a)(ii1.02(b) or Section 1.02(c) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans (other than Swing Loans), the Business Day before the requested date for the making of such Loans, Loans and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) SCHEDULE 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, which amount shall be not less than, in the case of Base Rate Loans, $500,000 or an integral multiple of $100,000 in excess thereof and, in the case of Eurodollar Rate Loans, $1,000,000 or an integral multiple of $250,000 in excess thereof, or the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000)applicable unused Commitments, and shall not exceed as the maximum amount that can then be borrowed hereundercase may be. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:00 a.m. (New York time) on each requested date for the making of Loans (other than Swing Loans), each Bank shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon 10:00 a.m. (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower and the such Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a1.04(a). (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) or Section 1.02(c) shall be disbursed by the Administrative Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower Company shall give the Agent written notice (which shall be irrevocable) no later than 10:00 a.m. (New York Washington, D.C. time) on, in on the case of Base Rate Loans, the day that is one Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before prior to the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) and shall specify (A) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (B) the Type or Types of Loans requested and (C) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunder. Upon receipt of any such notice, the Agent shall promptly deliver a copy hereof to each Lender 2 and promptly notify each Bank Lender of the contents thereof and of the amount and Type of each Loan to be made by such Bank Lender on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York Washington, D.C. time) on each requested date for the making of Loans, each Bank shall Lender shall, if it has received timely notice from the Agent of the request for Loans, and if the conditions specified in Article 2 have been satisfied, make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank Lender on such date. Any BankLender's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank Lender of its obligation to make any Loan to be made by such other Bank Lender on such date, but such other Bank Lenders shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank Lender prior to 12:00 noon 1:00 p.m. (New York Washington, D.C. time) on the requested date for the making of any Loans that such Bank Lender will not make available to the Agent the Loans requested to be made by such Bank Lender on such date, the Agent may assume that such Bank Lender has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii) 1.2(b), and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount on behalf of such BankLender. If and to the extent such Bank Lender shall not have so made make available to the Agent, Agent the Loans requested to be made by such Bank Lender on such date and the Agent shall have so has made available to such Borrower the Company a corresponding amount on behalf of such BankLender, such Bank Lender shall, on demand, pay to the Agent such corresponding amount together with interest thereon, at the Federal Funds Rate, for each day from the date such amount shall have been so was made available by the Agent to such Borrower the Company until the date such amount shall have been is repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank Lender does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower Company and the Borrower shall immediately Company shall, as promptly as practicable, but in any event within 30 Business Days of such notification, repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a1.3(a). (ivd) All Loans made available to the Agent in accordance with Section 1.02(a)(ii1.2(b) shall be disbursed by the Agent not later than 1:00 2:00 p.m. (New York Washington, D.C. time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.the

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.021.02 and shall specify (ai) and shall specify in the case of the initial Loans, whether such Loans are Tranche A Loans or Tranche B Loans (Aor a combination thereof), (ii) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Biii) the Type or Types of Loans requested and (Civ) the amount of each such Type of Loan, the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) 5,000,000 or such greater any integral multiple of $1,000,000 in excess thereof or the amount in increments of One Hundred Thousand Dollars ($100,000)the unused Total Tranche A Commitment or Total Tranche B Commitment, and shall not exceed the maximum amount that can then be borrowed hereunderas applicable. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and thereof, of the amount and Type of each Loan to be made by such Bank on the requested date specified thereintherein and whether such Loan is a Tranche A Loan or a Tranche B Loan (or a combination thereof). (iib) Not later than 1:00 p.m. 12:00 noon (New York time) on each requested date for the making of Loans, each Bank shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any The obligations of the Banks hereunder are several and, accordingly, any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a); provided, however, that, with respect to such repayment, the Borrower shall have no liability with respect to losses, costs or expenses otherwise compensable under Section 7.04 in connection therewith. (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 3:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day requested date for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars not less than the lesser of (x) $2,000,0002,500,000 and integral multiples of $500,000 in excess thereof and (y) or such greater the aggregate amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) on each requested date for the making of Loans, each Bank shall shall, if it has received the notice contemplated by Section 1.02 (a) in a timely fashion, make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless If a Bank shall have received notice of the making of Loans in accordance with Section 1.02(a) hereof, then unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 1:00 p.m. on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly may notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day before the requested date for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 2.02 and shall specify (Ai) the requested date for the making of the requested Loans, which (x) shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business DayDay and (y) shall not be a day during a Clean-Up Period, (Bii) the Type or Types of Loans requested and requested, (Ciii) the amount of each such Type of Loan, and (iv) the aggregate of which amounts Interest Period, if any, for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderLoans. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) 12:00 noon on each requested date for the making of Loans, each Bank shall shall, if it has received the notice contemplated by Section 2.02(a) on or prior to its close of business on, in the case of Base Rate Loans, the Business Day, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day, before such date, make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 10:00 a.m. on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be tobe made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii2.02(b) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly may notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a2.03(a). (ivd) All Loans made available to the Agent in accordance with Section 1.02(a)(ii2.02(b) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.. Notwithstanding the foregoing or any other provision contained herein, the proceeds of all Loans made available to the Agent shall be deposited directly by the

Manner of Borrowing. (ia) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) 11:00 A.M. on, in the case of Base Rate Loans, the Business Day before the requested date for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 2.02 and shall specify (Ai) the requested date for the making of the requested Loans, which (x) shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business DayDay and (y) shall not be a day during a Clean-Up Period, (Bii) the Type or Types of Loans requested and requested, (Ciii) the amount of each such Type of Loan, and (iv) the aggregate of which amounts Interest Period, if any, for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderLoans. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) 12:00 noon on each requested date for the making of Loans, each Bank shall shall, if it has received the notice contemplated by Section 2.02(a) on or prior to its close of business on, in the case of Base Rate Loans, the Business Day, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day, before such date, make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's ’s Office, the Loans to be made by such Bank on such date. Any Bank's ’s failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 10:00 A.M. on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on such date in accordance with Section 1.02(a)(ii2.02(b) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's ’s demand therefor, the Agent shall promptly may notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a)2.03. (ivd) All Loans made available to the Agent in accordance with Section 1.02(a)(ii2.02(b) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) P.M. on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Agent's ’s Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent. Notwithstanding the foregoing or any other provision contained herein, the proceeds of all Loans made available to the Agent shall be deposited directly by the Agent or, to the extent received by the Borrower, by the Borrower into the Revenue Account pursuant to Section 3.1(a) of the Depositary Agreement.

Manner of Borrowing. (ia) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) 12:00 noon on, in the case of Base Rate Loans, the Business Day before the requested date for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 2.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, be (x) in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business DayDay and (y) shall not be a day during a Clean-Up Period, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunder. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) on each requested date for the making of Loans, each Bank shall shall, if it has received the notice contemplated by Section 2.02(a) on or prior to its close of business on, in the case of Base Rate Loans, the Business Day, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day, before such date, make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 10:00 a.m. on the requested date for the making of any Loans that such Bank will not make available to the Agent the Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such Loans available to the Agent on 13 21 such date in accordance with Section 1.02(a)(ii2.02(b) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly may notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a2.03(a). (ivd) All Loans made available to the Agent in accordance with Section 1.02(a)(ii2.02(b) shall be disbursed by the Agent not later than 1:00 2:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day requested date for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars not less than the lesser of (x) $2,000,0002,500,000 and integral multiples of $500,000 in excess thereof and (y) or such greater the aggregate amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) on each requested date for the making of Loans, each Bank shall shall, if it has received the notice contemplated by Section 1.02 (a) in a timely fashion, make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure.. 3 (iiic) Unless If a Bank shall have received notice of the making of Loans in accordance with Section 1.02(b) hereof, then unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 1:00 p.m. on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly may notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 9:30 a.m. (New York Los Angeles time) on, in the case of Base Rate Loans, the same Business Day for which the making of such LoansBase Rate Loan is requested, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before before, the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, which amount shall be, (x)(i) in the case of a Base Rate Loan, in integral multiples of $500,000, not less than $1,000,000 and (ii) in the case of a Eurodollar Loan, in integral multiples of $1,000,000, not less than $5,000,000 or (y) the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank Lender of the contents thereof and of the amount and Type of each Loan to be made by such Bank Lender on the requested date specified therein. (iib) Not later than 1:00 p.m. 11:30 a.m. (New York Los Angeles time) on each requested date for the making of Loans, each Bank Lender shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's ’s Office, the Loans to be made by such Bank Lender on such date. Any Bank's Lender’s failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank Lender of its obligation to make any Loan to be made by such other Bank Lender on such date, but such other Bank Lender shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank Lender, in the case of Base Rate Loans, prior to 12:00 noon 10:30 a.m. (New York Los Angeles time) on the requested date for the making of any Loans such Loans, and in the case of Eurodollar Rate Loans, prior to 2:00 p.m. on the Business Day before the requested date for making any such Loans, that such Bank Lender will not make available to the Administrative Agent the Loans requested to be made by such Bank Lender on such requested date, the Administrative Agent may assume that such Bank Lender has made such Loans available to the Administrative Agent on such requested date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such requested date a corresponding amount on behalf of such BankLender. If and to the extent such Bank Lender shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank Lender on such requested date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such BankLender, such Bank Lender shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rateapplicable rate or rates otherwise applicable to such Loan as provided in Section 1.03(a). If such Bank Lender does not pay such corresponding amount promptly upon the Administrative Agent's ’s demand therefor, the Administrative Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's ’s Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (ia) The Borrower shall give the ------------------- Administrative Agent notice (which shall be irrevocable) no later than 10:00 11:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day for Day, in the making case of such CD Rate Loans, two Business Days, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.03 ------------- and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Domestic Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars (A) in the case of CD Rate or Eurodollar Rate Loans, $2,000,0005,000,000 or any greater integral multiple of $1,000,000, (B) in the case of Base Rate Loans, $1,000,000 or such any greater integral multiple of $1,000,000 or (C) if less, the aggregate amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Commitments. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. (New York time) on each requested date for the making of Loans, each Bank shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.03(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Alternate Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a1.04(a), provided that the Administrative Agent shall not draw under the Letters of Credit or apply cash collateral to satisfy such payment obligation prior to the third Business Day after the day on which such notice to the Borrower shall have been given. (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.03(b) shall be disbursed by the Administrative Agent not later than 1:00 2:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (a) RC Loans. -------- With respect to RC Loans: (i) The Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) onthan, in the case of a Base Rate LoansLoan, the Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before 10:00 a.m. on the requested date for the making of such Loans. Each such notice shall be Loan and, in the form case of Schedule 1.02a Eurodollar Rate Loan, 11:00 a.m. on the third Eurodollar (a) and shall specify (A) the ---------------- requested date for the making of the requested LoansLoan, which shall be, in the case of a Base Rate LoansLoan, a Business Day and, in the case of a Eurodollar Rate LoansLoan, a Eurodollar Business Day, (B) the Type or Types of Loans requested and (C) the amount of each such Type of Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars not less than (1) in the case of Eurodollar Rate Loans $2,000,0005,000,000 or any integral multiple of $5,000,000 in excess thereof and (2) in the case of Base Rate Loans the lesser of $1,000,000 or such greater amount any integral multiple of $1,000,000 in increments of One Hundred Thousand Dollars ($100,000)excess thereof, and shall not exceed the maximum aggregate amount that can then be borrowed hereunderof the unused Commitments. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank Bank. Each Loan so requested shall be disbursed by the Agent not later than 2:00 p.m. on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of the Borrower at the Agent's Office or in such other manner as may have been specified thereinin the applicable notice and as shall be acceptable to the Agent. (ii) Not later than 1:00 p.m. (New York time) on On each requested date for the making of RC Loans, each Bank shall shall, if it has received the notice contemplated by Section 1.02(a)(i) on or prior to (A) in the case of Eurodollar Rate Loans, its close of business on the third Eurodollar Business Day before such requested date and (B) in the case of Base Rate Loans, 11:00 a.m. on such requested date, make available to the Agent, not later than (x) in the case of Eurodollar Rate Loans, 11:00 a.m. and (y) in the case of Base Rate Loans, 1:00 p.m., in Dollars in funds immediately available to the Agent at the Agent's Office, the RC Loans to be made by such Bank on such requested date. Any Bank's failure to make any RC Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iii) Unless the Agent shall have received notice from a Bank prior to (A) in the case of Eurodollar Rate Loans, 10:00 a.m., and (B) in the case of Base Rate Loans, 12:00 noon (New York time) noon, on the requested date for the making of any RC Loans that such Bank will not make available to the Agent the RC Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such RC Loans available to the Agent on such date in accordance with Section 1.02(a)(ii) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower (or, in the case of RC Loans requested pursuant to Section 1.04(b) or Section 1.05(c)(i), to the Swing Line Bank) on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the RC Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (iv) All Loans made available to the Agent in accordance with Section 1.02(a)(ii) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.

Manner of Borrowing. (ia) The Borrower shall give the Administrative Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day for the making of such Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day Day, before the requested date for the making of such Loans. Each such notice shall be in the form of Schedule 1.02 (a) 1.02 and shall specify (Ai) the requested date for the making of the requested Loans, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (Bii) the Type or Types of Loans requested and (Ciii) the amount of each such Type of Loan, the aggregate amount of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) 2,000,000 or such greater any integral multiple of $500,000 in excess thereof or the amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed the maximum amount that can then be borrowed hereunderunused Total Commitment. Upon receipt of any such notice, the Administrative Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each Loan to be made by such Bank on the requested date specified therein. (iib) Not later than 1:00 p.m. 12:00 noon (New York time) on each requested date for the making of Loans, each Bank shall make available to the Administrative Agent, in Dollars in funds immediately available to the Administrative Agent at the Administrative Agent's Office, the Loans to be made by such Bank on such date. Any The obligations of the Banks hereunder are several and, accordingly, any Bank's failure to make any Loan to be made by it on the requested date therefor shall not relieve any other Bank of its obligation to make any Loan to be made by such other Bank on such date, but such other Bank shall not be liable for such failure. (iiic) Unless the Administrative Agent shall have received notice from a Bank prior to 12:00 noon (New York time) on the requested date for the making of any Loans that such Bank will not make available to the Administrative Agent the Loans requested to be made by such Bank on such date, the Administrative Agent may assume that such Bank has made such Loans available to the Administrative Agent on such date in accordance with Section 1.02(a)(ii1.02(b) and the Administrative Agent in its sole discretion may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Administrative Agent the Loans requested to be made by such Bank on such date and the Administrative Agent shall have so made available to such the Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Administrative Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Administrative Agent to such the Borrower until the date such amount shall have been repaid paid to the Administrative Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base Rate. If such Bank does not pay such corresponding amount promptly upon the Administrative Agent's demand therefor, the Administrative Agent shall promptly notify the Borrower and the Borrower shall immediately repay such corresponding amount to the Administrative Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a); provided, however, that, with respect to such repayment, the Borrower shall have no liability with respect to losses, costs or expenses otherwise compensable under Section 7.04 in connection therewith. (ivd) All Loans made available to the Administrative Agent in accordance with Section 1.02(a)(ii1.02(b) shall be disbursed by the Administrative Agent not later than 1:00 3:00 p.m. (New York time) on the requested date therefor in Dollars in funds immediately available to the Borrower by credit to an account of such the Borrower at the Administrative Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Administrative Agent.

Manner of Borrowing. (a) RC Loans. With respect to RC Loans: (i) The applicable Borrower shall give the Agent notice (which shall be irrevocable) no later than 10:00 a.m. (New York time) on, in the case of Base Rate Loans, the Business Day before the requested date for the making of such RC Loans, and, in the case of Eurodollar Rate Loans, the third Eurodollar Business Day before the requested date for the making of such LoansRC Loan Date. Each such notice shall be in the form of Schedule 1.02 (a) (i) and shall specify (A) the requested date for the making of the requested LoansRC Loan Date, which shall be, in the case of Base Rate Loans, a Business Day and, in the case of Eurodollar Rate Loans, a Eurodollar Business Day, (B) the Type or Types of RC Loans requested and (C) the amount of each such Type of RC Loan, the aggregate of which amounts for all Types of Loans requested to be made on the requested date shall be at least Two Million Dollars ($2,000,000) or such greater amount in increments of One Hundred Thousand Dollars ($100,000), and shall not exceed be less than the maximum lesser of $1,000,000 and integral multiples of $250,000 thereof and the aggregate amount that can then be borrowed hereunderof the unused Commitments. Upon receipt of any such notice, the Agent shall promptly notify each Bank of the contents thereof and of the amount and Type of each RC Loan to be made by such Bank on the requested date specified therein. (ii) Not later than 1:00 p.m. (New York time) 11:00 a.m. on each requested date for the making of LoansRC Loan Date, each Bank shall make available to the Agent, in Dollars in funds immediately available to the Agent at the Agent's Office, the RC Loans to be made by such Bank on such date. Any Bank's failure to make any RC Loan to be made by it on the requested date therefor RC Loan Date shall not relieve any other Bank of its obligation to make any RC Loan to be made by such other Bank on such dateRC Loan Date, but such other Bank shall not be liable for such failure. (iii) Unless the Agent shall have received notice from a Bank prior to 12:00 noon (New York time) 10:00 a.m. on the requested date for the making of any Loans RC Loan Date that such Bank will not make available to the Agent the RC Loans requested to be made by such Bank on such date, the Agent may assume that such Bank has made such RC Loans available to the Agent on such date in accordance with Section 1.02(a)(ii) and the Agent in its sole discretion may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount on behalf of such Bank. If and to the extent such Bank shall not have so made available to the Agent, Agent the RC Loans requested to be made by such Bank on such date and the Agent shall have so made available to such the applicable Borrower a corresponding amount on behalf of such Bank, such Bank shall, on demand, pay to the Agent such corresponding amount together with interest thereon, for each day from the date such amount shall have been so made available by the Agent to such the applicable Borrower until the date such amount shall have been repaid to the Agent, at the Federal Funds Rate until (and including) the third Business Day after demand is made and thereafter at the Base RateRate plus 2%. If such Bank does not pay such corresponding amount promptly upon the Agent's demand therefor, the Agent shall promptly notify the applicable Borrower and the such Borrower shall immediately repay such corresponding amount to the Agent together with accrued interest thereon at the applicable rate or rates provided in Section 1.03(a). (iv) All RC Loans made available to the Agent in accordance with Section 1.02(a)(ii) shall be disbursed by the Agent not later than 1:00 p.m. (New York time) 12:00 noon on the requested date RC Loan Date therefor in Dollars in funds immediately available to the applicable Borrower by credit to an account of such Borrower at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent.