Common use of Procedure for Borrowing Revolving Credit Loans Clause in Contracts

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans), specifying (A) the amount and Type of Revolving Credit Loans to be borrowed, (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City Toronto time, (i) three (3) Business Days prior to the requested Borrowing Date, in if all or any part of the case requested Revolving Credit Loans are to be initially Eurodollar Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, if all or any part of Eurodollar the requested Revolving Credit Loans are to be initially Money Market Loans or CDOR Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (Aw) the name of the relevant Borrower (if such notice is given by Kimco on behalf of a Borrower pursuant to Section 2.16) and the amount and Type of Revolving Credit Loans to be borrowed, (Bx) the requested Borrowing Date and, in the case of each Money Market Loan, the requested Money Market Loan Maturity Date, (y) whether the borrowing is to be of Eurodollar Loans, ABR Loans, Cdn Prime Loans, CDOR Loans, Money Market Loans or a combination thereof and (Cz) if the borrowing is to be entirely or partly of Eurodollar Loans or CDOR Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Periods therefor. Each borrowing under the Commitments shall be in a principal amount equal to (i) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of ABR Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate or Cdn Prime Loans, $1,000,000 500,000 or C$500,000 (as the case may be) or a whole multiple of $100,000 or C$100,000 (as the case may be) in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000C$500,000, such lesser amountCdn Dollar Amount) and (yii) in the case of Eurodollar Loans, CDOR Loans or Money Market Loans, $1,000,000 2,000,000 or C$2,000,000 (as the case may be) or a whole multiple of $1,000,000 100,000 or C$100,000 (as the case may be) in excess thereof, in each case subject to Section 2.2(e). Upon receipt of any such notice from the a Borrower, the Administrative Agent shall promptly notify each Lender thereofthereof and of the proposed Money Market Rate (if applicable). Each Lender will notify the Administrative Agent within one (1) Business Day prior to the requested Borrowing Date for any Money Market Loan as to whether or not such Lender is willing to accept the proposed Money Market Rate. If any Lender does not accept such proposed Money Market Rate, the Administrative Agent shall promptly notify the applicable Borrower, and that portion of the requested borrowing that was to constitute Money Market Loans will be deemed to be cancelled in its entirety with respect to all Lenders (and not merely with respect to any such non-accepting Lender). Each Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available (if such Lender is a Canadian Institution, from its U.S. Office, and if such Lender is a U.S. Institution, from its Canadian Office) to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent as specified to the Lenders by the Administrative Agent and prior to 12:00 noon1:00 P.M., New York City time (or in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time), on the Borrowing Date requested by the applicable Borrower in funds in the applicable currency and immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the applicable account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed four (4). In no event may the number of Money Market Loans requested in any calendar year exceed twelve (12).

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar SOFR Loans, or (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans), specifying (A) the amount and Type of Revolving Credit Loans to be borrowed, (B) the requested Borrowing Date and (C) in the case of Eurodollar SOFR Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar SOFR Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar SOFR Loans, $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days (or, in the case of any requested Borrowing in an Alternate Currency, four (4) Business Days) prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurocurrency Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, in if all or any part of the case of Eurodollar requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (A) the aggregate amount and Type of Revolving Credit Loans to be borrowed, (B) whether the amount to be borrowed will use the Tranche A Commitments or the Tranche B Commitments or, if a combination thereof, indicating the respective amounts thereof, (C) the requested Borrowing Date and (C) and, in the case of Eurodollar each Money Market Loan, the requested Money Market Loan Maturity Date, (D) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, Money Market Loans or a combination thereof, (E) if a Eurocurrency Loan, the length currency of such requested Revolving Credit Loan (which must be Dollars in the case of Revolving Credit Loans using the Tranche A Commitments), and (F) if the borrowing is to be entirely or partly of Eurocurrency Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base Rate ABR Loans, $1,000,000 5,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,0005,000,000, such lesser amount) and (yii) in the case of Eurodollar Eurocurrency Loans or Money Market Loans, $1,000,000 or 5,000,000or a whole multiple of $1,000,000 100,000 in excess thereofthereof or the Dollar Equivalent in an Alternate Currency, in each case subject to Section 2.2(e). Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City timetime (or (i) in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time and (ii) in the case of an Alternate Currency Borrowing, local time for the principal market of such currency), on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed six (6). In no event may the number of Money Market Loans requested in any calendar year exceed twenty-four (24).

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar EurodollarSOFR Loans, or (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans), specifying (A) the amount and Type of Revolving Credit Loans to be borrowed, (B) the requested Borrowing Date and (C) in the case of Eurodollar EurodollarSOFR Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar EurodollarSOFR Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar EurodollarSOFR Loans, $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days (or, in the case of any requested Borrowing in an Alternate Currency, four (4) Business Days) prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurocurrency Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, in if all or any part of the case of Eurodollar requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (A) the aggregate amount and Type of Revolving Credit Loans to be borrowed, (B) whether the amount to be borrowed will use the Tranche A Commitments or the Tranche B Commitments or, if a combination thereof, indicating the respective amounts thereof, (C) the requested Borrowing Date and (C) and, in the case of Eurodollar each Money Market Loan, the requested Money Market Loan Maturity Date, (D) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, Money Market Loans or a combination thereof, (E) if a Eurocurrency Loan, the length currency of such requested Revolving Credit Loan (which must be Dollars in the case of Revolving Credit Loans using the Tranche A Commitments), and (F) if the borrowing is to be entirely or partly of Eurocurrency Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base Rate ABR Loans, $1,000,000 5,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,0005,000,000, such lesser amount) and (yii) in the case of Eurodollar Eurocurrency Loans or Money Market Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof or the Dollar Equivalent in an Alternate Currency, in each case subject to Section 2.2(e). Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City timetime (or (i) in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time and (ii) in the case of an Alternate Currency Borrowing, local time for the principal market of such currency), on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed six (6). In no event may the number of Money Market Loans requested in any calendar year exceed twenty-four (24).

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, provided if the Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by submitting an irrevocable Notice of Borrowing to the Multi-Currency Administrative Agent, specifying (i) the aggregate principal amount to be borrowed, (ii) the requested borrowing date, (iii) the Available Multi-Currency Commitment (after giving effect to the proposed borrowing), (iv) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (v) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto; provided, however, that any Revolving Credit Loans to be made to the Borrower Company on the Closing Date shall give the Administrative Agent irrevocable be made as Alternate Base Rate Loans. Any such notice (which notice of borrowing must be received by the Multi-Currency Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans), specifying (A) the amount and Type . Each borrowing of Revolving Credit Loans shall, subject to be borrowedSection 7.7(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) the lesser of $2,500,000 (or, if less, the maximum amount which is then available to the Company pursuant to Section 3.1) or a whole multiple of $500,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Multi-Currency Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Multi-Currency Administrative Agent for at the account office of the Borrower Multi-Currency Administrative Agent specified in Section 14.2 (or at such other location as the Funding Office prior to 12:00 noonMulti-Currency Administrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested borrowing date, an amount equal to the Multi-Currency Commitment Percentage of such Multi-Currency Lender multiplied by the Borrower aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Multi-Currency Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Multi-Currency Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Multi-Currency Administrative Agent's crediting the account of the Company designated to the Multi-Currency Administrative Agent with the aggregate amount actually received by the Multi-Currency Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Multi-Currency Administrative Agent. (b) The failure of any Multi-Currency Lender to make the Revolving Credit Loan to be made by it on any requested borrowing date shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any other Multi-Currency Lender to make the Revolving Credit Loan to be made by such other Multi-Currency Lender on such borrowing date.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, provided that if the Borrower shall give Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by submitting an irrevocable (other than in the case of the notices given in respect of the Acquisition Borrowing which may be conditioned upon the consummation of the Colomer Acquisition) notice to the Administrative Agent irrevocable notice (at least one Business Day prior thereto, which notice shall be in substantially the form of Exhibit H ( a “Notice of Borrowing”) and specify (i) the aggregate principal amount to be borrowed (and whether such amount is the Acquisition Borrowing), (ii) the requested borrowing date (which, in the case of the Acquisition Borrowing, shall be the Acquisition Borrowing Closing Date), (iii) the Excess Availability (after giving effect to the proposed borrowing), other than in the case of the Acquisition Borrowing, (iv) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (v) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto. Any such notice of borrowing must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans); provided, specifying (A) however, that if the amount Swing Line Lender has resigned, and Type not yet been replaced pursuant to Section 13.7, the notices of borrowing with respect to Alternate Base Rate Loans must be received by the Administrative Agent prior to 11:00 A.M., New York City time, on the requested borrowing date. Each borrowing of Revolving Credit Loans shall, subject to be borrowedSection 7.7(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) $2,500,000 (or, if less, the maximum amount which is then available to the Company pursuant to Section 3.1) or a whole multiple of $500,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for in immediately available funds at the account office of the Borrower Administrative Agent specified in Section 14.2 (or at such other location as the Funding Office prior to 12:00 noonAdministrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested borrowing date, an amount equal to the Commitment Percentage of such Multi-Currency Lender multiplied by the Borrower aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Administrative Agent’s crediting the account of the Company designated to the Administrative Agent with the aggregate amount actually received by the Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Administrative Agent. (b) The occurrence of any Multi-Currency Lender becoming a Defaulting Lender shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any Defaulting Lender to make the Revolving Credit Loan or payment required under this Agreement.

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days prior to the requested Borrowing Date, in if all or any part of the case requested Revolving Credit Loans are to be initially Eurodollar Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, if all or any part of Eurodollar the requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (Aw) the amount and Type of Revolving Credit Loans to be borrowed, (Bx) the requested Borrowing Date and (C) and, in the case of each Money Market Loan, the requested Money Market Loan Maturity Date, (y) whether the borrowing is to be of Eurodollar Loans, ABR Loans, Money Market Loans or a combination thereof and (z) if the length borrowing is to be entirely or partly of Eurodollar Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base Rate ABR Loans, $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000500,000, such lesser amount) and (yii) in the case of Eurodollar Loans or Money Market Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof, in each case subject to Section 2.2(e). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City time (or in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time), on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed four (4). In no event may the number of Money Market Loans requested in any calendar year exceed eighteen (18).

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower may borrow Revolving Credit Loans under the Revolving Credit Aggregate Commitments during the Revolving Credit Commitment Period on any Business DayDay during the Commitment Period, provided provided, however, that the Borrower shall give notify the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noontelephone or fax) no later than 11:00 a.m., New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansAdvances and 11:30 a.m., or (ii) one Business Day prior to on the requested Borrowing Date, in the case of Base Rate Loans)ABR Advances, in each case specifying (A) the aggregate principal amount and Type of Revolving Credit Loans to be borrowedborrowed under the Aggregate Commitments, (B) the requested Borrowing Date Date, whether such borrowing is to consist of one or more Eurodollar Advances, ABR Advances, or a combination thereof and (C) in if the case borrowing is to consist of one or more Eurodollar LoansAdvances, the length of the initial Eurodollar Interest Period thereforfor each such Eurodollar Advance, provided, however, that no Eurodollar Interest Period selected in respect of any Revolving Credit Loan shall end after the Maturity Date. If no election as the Borrower fails to the Type of Loans is specified give timely notice in any such noticeconnection with a request for a Eurodollar Advance, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected elected that such Advance shall be made as an Interest Period of one month’s durationABR Advance. Each borrowing under such notice shall be irrevocable and confirmed promptly by delivery to the Revolving Credit Commitments Agent of a Borrowing Request. Each ABR Advance shall be in an aggregate principal amount equal to (x) in the case $5,000,000 or an integral multiple of Base Rate Loans, $1,000,000 or a whole multiple in excess thereof (or, if the then aggregate Available Revolving Credit unused amount of the Aggregate Commitments are is less than $1,000,000such amount, then such lesser amount) amount of the unused Aggregate Commitments), and (y) each Eurodollar Advance shall be in the case of Eurodollar Loans, an aggregate principal amount equal to $1,000,000 5,000,000 or a whole an integral multiple of $1,000,000 in excess thereof. . (b) Upon receipt of any such each notice of borrowing from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Commitment Percentage of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, office of the Agent set forth in Section 11.2 not later than 2:00 p.m. on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately im mediately available to the Administrative Agent at such office. The amounts so made available to the Agent on such Borrowing Date will then, subject to the satisfaction of the terms and conditions of this Agreement, be made available on such date to the Borrower by the Agent at the office of the Agent specified in Section 11.2 by crediting the account of the Borrower on the books of such office with the aggregate of said amounts received by the Agent. (c) Unless the Agent shall have received prior notice from a Lender (by telephone or otherwise, such notice to be promptly confirmed by fax or other writing) that such Lender will not make available to the Agent such Lender's Commitment Percentage of the Revolving Credit Loans requested by the Borrower, the Agent may assume that such Lender has made such share available to the Agent on the Borrowing Date in accordance with this Section, provided that such Lender received notice of the proposed borrowing from the Agent, and the Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. Such borrowing will then be If and to the extent such Lender shall not have so made its Commitment Percentage of such Loans available to the Agent, such Lender and the Borrower severally agree to pay to the Agent forthwith on demand such corresponding amount (to the extent not previously paid by the other), together with interest thereon for each day from the date such amount is made available to the Borrower to the date such amount is paid to the Agent, at a rate per annum equal to, in the case of the Borrower, the applicable interest rate set forth in Section 2.8 for such Loans, and, in the case of such Lender, the Federal Funds Rate in effect on each such day (as determined by the Administrative Agent in like funds as received accordance with the definition of "Federal Funds Rate" set forth in Section 1.1). Such payment by the Administrative AgentBorrower, however, shall be without prejudice to its rights against such Lender. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Loan as part of the Revolving Credit Loans for purposes of this Agreement, which Revolving Credit Loan shall be deemed to have been made by such Lender on the Borrowing Date applicable to such Revolving Credit Loans. The failure of any Lender to make its Commitment Percentage of any requested Revolving Credit Loan available to the Agent pursuant to this subsection shall not relieve any other Lender of such other Lender's obligation to make its 21 own Commitment Percentage of such Revolving Credit Loan available to the Agent in accordance with this subsection, provided, however, that no Lender shall be liable or responsible for the failure by any other Lender to make any Revolving Credit Loans required to be made by such other Lender.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business DayDay during the Commitment Period, provided that the Borrower shall give notify the Adminis trative Agent by the delivery of a Borrowing Request, which shall be sent by telecopy and shall be irrevocable (confirmed promptly, and in any event within five Business Days, by the delivery to the Administrative Agent irrevocable notice (which notice must be received of a Borrowing Request manually signed by the Administrative Agent prior to 12:00 noonBorrower), New York City timeno later than: 1:30 p.m., (i) three Business Days prior to the re quested Borrowing Date, in the case of Eurodollar Advances and 1:30 p.m., on the requested Borrowing Date, in the case of Eurodollar Loans, or (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans)ABR Advances, specifying (A) the aggregate principal amount and Type of Revolving Credit Loans to be borrowedborrowed under the Commitments, (B) whether such borrowing is to be made from the requested Borrowing Date and Senior Note Reserve Amount in connection with the satisfaction of the conditions set forth in Section 5.2, (C) in the case requested Bor rowing Date, (D) whether such borrowing is to consist of one or more Eurodollar LoansAdvances, ABR Advances, or a combina tion thereof and (E) if the borrowing is to consist of one or more Eurodollar Advances, the length of the initial Interest Period thereforfor each such Eurodollar Advance. If no election as Each (i) Eurodollar Advance to be made on a Borrowing Date, when ag gregated with all amounts to be converted to a Eurodollar Advance on such date and having the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no same Interest Period with respect to any as such first Eurodollar Loan is specified in any such noticeAdvance, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are no less than $1,000,000, 2,500,000 or such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or amount plus a whole multiple of $1,000,000 500,000 in excess thereof. , and (ii) each ABR Advance made on each Borrowing Date shall equal no less than $1,000,000 or such amount plus a whole multiple of $200,000 in excess thereof or, if less, the unused portion of the Aggregate Available Commitment Amount. (b) Upon receipt of any such notice from the Borrowereach Borrowing Request, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Commitment Percentage of each borrowing of the requested Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, office of the Administrative Agent set forth in Section 11.2 not later than 3:30 p.m. on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent at such office. The amounts so made available to the Administrative Agent on such Borrowing Date will then, subject to the satisfaction of the terms and conditions of this Agreement, as determined by the Administrative Agent, be made available on such date to the Borrower by the Administrative Agent at the office of the Administrative Agent specified in Section 11.2 by wire transfer to the bank account specified by the Borrower in the Account Designation Letter on file with the Administrative Agent, it being understood that for all purposes under this Agree ment, the Administrative Agent may rely and shall be fully protected in relying on an Account Designation Letter until it receives written instructions from an Authorized Signa tory of the Borrower to the contrary. (c) Unless the Administrative Agent shall have received prior notice from a Lender (by telephone or otherwise, such notice to be promptly confirmed by telecopy or other writing) that such Lender will not make available to the Administrative Agent such Lender's Commitment Percentage of the Revolving Credit Loans requested by the Borrower, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the Borrowing Date in accordance with this Section, provided that such Lender received notice of the requested Revolving Credit Loans from the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on the Bor rowing Date a corresponding amount. If and to the extent such Lender shall not have so made its Commitment Per centage of such Revolving Credit Loans available to the Administrative Agent and such Lender shall not have provided such prior notice to the Administrative Agent pursuant to the previous sentence, such Lender and the Bor rower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount (to the extent not previously paid by the other), together with in terest thereon for each day from the date such amount is made available to the Borrower to the date such amount is paid to the Administrative Agent, at a rate per annum equal to, in the case of the Borrower, the applicable interest rate set forth in Section 3.1 for ABR Advances, and, in the case of such Lender, at a rate of interest per annum equal to the Federal Funds Rate for the first three days after the due date of such payment until the date such payment is received by the Administrative Agent and the Federal Funds Rate plus 2% thereafter. Such borrowing will then payment by the Borrower, however, shall be without prejudice to its rights against such Lender. If such Lender shall pay to the Administrative Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Loan as part of the Revolving Credit Loans for purposes of this Agreement, which Revolving Credit Loan shall be deemed to have been made by such Lender on the Borrowing Date applicable to such Revolving Credit Loans, it being understood that the Borrower shall have no obligation to pay interest to such Lender on such corresponding amount to the extent that it shall have paid interest thereon to the Administrative Agent for the period during which such amount was made available to the Borrower by the Administrative Agent in like funds as received by Agent. (d) If a Lender makes a new Revolving Credit Loan on a Borrowing Date on which the Borrower is to repay a Loan from such Lender, such Lender shall apply the proceeds of such new Revolving Credit Loan to make such repayment, and only the excess of the proceeds of such new Revolving Credit Loan over the Loan being repaid need be made available to the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, provided if the Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by submitting an irrevocable Notice of Borrowing to the Multi-Currency Administrative Agent, specifying (i) the aggregate principal amount to be borrowed, (ii) the requested borrowing date, (iii) the Available Multi-Currency Commitment (after giving effect to the proposed borrowing), (iv) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (v) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto; provided, however, that any Revolving Credit Loans to be made to the Borrower Company on the Closing Date shall give the Administrative Agent irrevocable be made as Alternate Base Rate Loans. Any such notice (which notice of borrowing must be received by the Multi-Currency Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans), specifying (A) the amount and Type . Each borrowing of Revolving Credit Loans shall, subject to be borrowedSection 7.7(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) the lesser of $2,500,000 (or, if less, the maximum amount which is then available to the Company pursuant to Section 3.1) or a whole multiple of $500,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Multi-Currency Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Multi-Currency Administrative Agent for at the account office of the Borrower Multi-Currency Administrative Agent specified in Section 14.2 (or at such other location as the Funding Office prior to 12:00 noonMulti-Currency Administrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested borrowing date, an amount equal to the Multi-Currency Commitment Percentage of such Multi-Currency Lender multiplied by the Borrower aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Multi-Currency Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Multi-Currency Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Multi-Currency Administrative Agent’s crediting the account of the Company designated to the Multi-Currency Administrative Agent with the aggregate amount actually received by the Multi-Currency Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Multi-Currency Administrative Agent. (b) The failure of any Multi-Currency Lender to make the Revolving Credit Loan to be made by it on any requested borrowing date shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any other Multi-Currency Lender to make the Revolving Credit Loan to be made by such other Multi-Currency Lender on such borrowing date.

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments pursuant to Section 2.1 on any Business Day during the Revolving Credit Commitment Availability Period on any Business Day, provided that the Borrower and shall give the Administrative Agent irrevocable written notice (which in the form of Exhibit F) of each borrowing. The notice must be received by the Administrative Agent (a) prior to 12:00 noon10:00 A.M., New York City time, (i) three Business Days prior to the requested Borrowing Date, in if all or any part of the case of requested Revolving Credit Loans are to be Eurodollar Loans, or and (iib) prior to 2:00 p.m., New York City time, one Business Day prior to the requested Borrowing Date, in if all of the case of requested Revolving Credit Loans are to be Base Rate Loans), specifying Loans and must specify (Ai) the amount and Type of Revolving Credit Loans to be borrowed, (Bii) the requested Borrowing Date Date, (iii) the general purpose of the borrowing, (iv) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof, and (Cv) in if the case borrowing is to be entirely or partly of Eurodollar Loans, the length respective amounts of such Type of Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any Periods for such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such borrowing notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereofof such notice. Each Lender will shall make its Pro Rata Share of the amount of its pro rata share of funds for each borrowing of Revolving Credit Loans Loan available to the Administrative Agent in immediately available United States dollars for the account of the Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon11:00 A.M., New York City time, on the Borrowing Date requested by the Borrower in Borrower. The United States dollar funds immediately made available to the Administrative Agent. Such borrowing Agent for any Loan will then be made available by 1:00 P.M., New York City time, to the Borrower by credit to a deposit account of the Borrower maintained at such office or as the Borrower and Administrative Agent in like funds as received by the Administrative Agentmay otherwise agree.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, provided that if the Borrower shall give Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by submitting an irrevocable notice to the Administrative Agent irrevocable notice (at least one Business Day prior thereto, which notice shall be in substantially the form of Exhibit H ( a “Notice of Borrowing”) and specify (i) the aggregate principal amount to be borrowed, (ii) the requested borrowing date, (iii) the Excess Availability (after giving effect to the proposed borrowing), (iv) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (v) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto; provided, however, that any Revolving Credit Loans to be made to the Company on the Effective Date shall be made as Alternate Base Rate Loans. Any such notice of borrowing must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans); provided, specifying (A) however, that if the amount Swing Line Lender has resigned, and Type not yet been replaced pursuant to Section 13.7, the notices of borrowing with respect to Alternate Base Rate Loans must be received by the Administrative Agent prior to 11:00 A.M on the on the requested borrowing date. Each borrowing of Revolving Credit Loans shall, subject to be borrowedSection 7.7(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) $2,500,000 (or, if less, the maximum amount which is then available to the Company pursuant to Section 3.1) or a whole multiple of $500,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for at the account office of the Borrower Administrative Agent specified in Section 14.2 (or at such other location as the Funding Office prior to 12:00 noonAdministrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested borrowing date, an amount equal to the Commitment Percentage of such Multi-Currency Lender multiplied by the Borrower aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Administrative Agent’s crediting the account of the Company designated to the Administrative Agent with the aggregate amount actually received by the Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Administrative Agent. (b) The occurrence of any Multi-Currency Lender becoming a Defaulting Lender shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any Defaulting Lender to make the Revolving Credit Loan or payment required under this Agreement.

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three Business Days prior to the requested Borrowing Date, in if all or any part of the case requested Revolving Credit Loans are to be initially Eurodollar Loans or Money Market Loans having a Money Market Loan Maturity Date of Eurodollar Loansmore than six days from the relevant Borrowing Date, (ii) two Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially C/D Rate Loans or Money Market Loans having a Money Market Loan Maturity Date of six days or less from the relevant Borrowing Date, or (iiiii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (Aw) the amount and Type of Revolving Credit Loans to be borrowed, (Bx) the requested Borrowing Date and (C) and, in the case of each Money Market Loan, the requested Money Market Loan Maturity Date, (y) whether the borrowing is to be of Eurodollar Loans, ABR Loans, C/D Rate Loans, Money Market Loans or a combination thereof and (z) if the length borrowing is to be entirely or partly of Eurodollar Loans or C/D Rate Loans, the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base Rate ABR Loans, $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000500,000, such lesser amount) and (yii) in the case of Eurodollar Loans, C/D Rate Loans or Money Market Loans, $1,000,000 3,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon11:00 A.M., New York City time (or in the case of Money Market Loans having a Money Market Loan Maturity Date of six days or less from the relevant Borrowing Date, 3:00 P.M., New York City time), on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month pursuant to this Section 2.2(d) exceed seven.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, if the Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by giving irrevocable notice to the Administrative Agent, specifying (i) the aggregate principal amount to be borrowed, (ii) the requested borrowing date, (iii) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (iv) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto; provided that any Revolving Credit Loans to be made to the Borrower Company on the Closing Date shall give the Administrative Agent irrevocable be made as Alternate Base Rate Loans. Any such notice (which notice of borrowing must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans), specifying (A) the amount and Type . Each borrowing of Revolving Credit Loans shall, subject to be borrowedsubsection 7.8(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) the lesser of $5,000,000 (or, if less, the maximum amount which is then available to the Company pursuant to subsection 3.1(a)) or a whole multiple of $1,000,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for at the account office of the Borrower Administrative Agent specified in subsection 14.3 (or at such other location as the Funding Office prior to 12:00 noonAdministrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested by borrowing date, an amount equal to the Borrower Multi-Currency Commitment Percentage of such Multi-Currency Lender times the aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Administrative Agent's crediting the account of the Company designated to the Administrative Agent with the aggregate amount actually received by the Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Administrative Agent. (b) The failure of any Multi-Currency Lender to make the Revolving Credit Loan to be made by it on any requested borrowing date shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any other Multi-Currency Lender to make the Revolving Credit Loan to be made by such other Multi-Currency Lender on such borrowing date.

Procedure for Borrowing Revolving Credit Loans. The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time, (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans), specifying (A) the amount and Type of Revolving Credit Loans to be borrowed, (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata prorata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business DayDay during the Commitment Period, provided provided, however, that the Borrower shall give notify the Administrative Agent irrevocable notice (which notice must be received by the Administrative delivery of a Borrowing Request, which shall be sent by facsimile and shall be irrevocable (confirmed promptly, and in any event within five Business Days, by the delivery to the Agent prior to 12:00 noonof a Borrowing Request manually signed by the Borrower), New York City timeno later than 11:00 a.m., (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansAdvances, or (ii) one Business Day prior to and 11:00 a.m., on the requested Borrowing Date, in the case of Base Rate Loans)ABR Advances, specifying (Ai) the aggregate principal amount and Type of Revolving Credit Loans to be borrowedborrowed under the Commitments, (Bii) the requested Borrowing Date and Date, (Ciii) in whether such borrowing is to consist of one or more Eurodollar Advances, ABR Advances, or a combination thereof and, if the case borrowing is to consist of one or more Eurodollar LoansAdvances, the length of the initial Eurodollar Interest Period therefor. If no election as to the Type of Loans is specified in any for each such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationAdvance. Each borrowing under the Revolving Credit Commitments (i) Eurodollar Advance shall be in an amount equal to (x) in the case of Base Rate Loans, no less than $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or amount plus a whole multiple of $1,000,000 100,000 in excess thereof. thereof and (ii) each ABR Advance made on each Borrowing Date shall equal no less than $500,000 or such amount plus a whole multiple of $100,000 in excess thereof or, if less, the excess of the Aggregate Commitment Amount over the Aggregate Credit Exposure. (b) Upon receipt of any such notice from the Borrowereach Borrowing Request, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Commitment Percentage of each borrowing of the requested Revolving Credit Loans Loan available to the Administrative Agent for the account of the Borrower at the Funding Office prior to office of the Agent set forth in Section 11.2 not later than 12:00 noon, New York City time, noon on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent at such office. The amounts so made available to the Agent on such Borrowing Date will then, subject to the satisfaction of the terms and conditions of this Agreement, as determined by the Agent, be made available on such date to the Borrower by the Agent at the office of the Agent specified in Section 11.2 by crediting the account of the Borrower on the books of such office with the aggregate of said amounts received by the Agent. (c) Unless the Agent shall have received prior notice from a Lender (by telephone or otherwise, such notice to be promptly confirmed by facsimile or other writing) that such Lender will not make available to the Agent such Lender's Commitment Percentage of the Revolving Credit Loans requested by the Borrower, the Agent may assume that such Lender has made such share available to the Agent on the Borrowing Date in accordance with this Section, provided that such Lender received notice of the requested Revolving Credit Loan from the Agent, and the Agent may, in reliance upon such assumption, make available to the Borrower on the Borrowing Date a corresponding amount. If and to the extent such Lender shall not have so made its Commitment Percentage of such Revolving Credit Loans available to the Agent, such Lender and the Borrower severally agree to pay to the Agent forthwith on demand such corresponding amount (to the extent not previously paid by the other), together with interest thereon for each day from the date such amount is made available to the Borrower to the date such amount is paid to the Agent, at a rate per annum equal to, in the case of the Borrower, the applicable interest rate set forth in Section 3.1 for ABR Advances, and, in the case of such Lender, at a rate of interest per annum equal to the Federal Funds Rate for the first three days after the due date of such payment until the date such payment is received by the Agent and the Federal Funds Rate plus 2% thereafter. Such borrowing will then payment by the Borrower, however, shall be without prejudice to its rights against such Lender. If such Lender shall pay to the Agent such corresponding amount, such amount so paid shall constitute such Lender's Revolving Credit Loan as part of the Revolving Credit Loans for purposes of this Agreement, which Revolving Credit Loan shall be deemed to have been made by such Lender on the Borrowing Date applicable to such Revolving Credit Loans. (d) If a Lender makes a new Revolving Credit Loan on a Borrowing Date on which the Borrower is to repay a Revolving Credit Loan or Competitive Bid Loan from such Lender, such Lender shall apply the proceeds of such new Revolving Credit Loan to make such repayment, and only the excess of the proceeds of such new Revolving Credit Loan over the Revolving Credit Loan or Competitive Bid Loan being repaid need be made available to the Borrower by the Administrative Agent in like funds as received by the Administrative Agent.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, provided that if the Borrower shall give Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by submitting an irrevocable (other than in the case of the notices given in respect of the Closing Date which may be conditioned upon the consummation of the Colomer Acquisition) notice to the Administrative Agent irrevocable at least one (1) Business Day prior thereto, which notice shall be in substantially the form of Exhibit H ( a “Notice of Borrowing”) and specify (i) the aggregate principal amount to be borrowed (and whether such amount is the Acquisition Borrowing), (ii) the requested borrowing date (which in the case of the Acquisition Borrowing shall be the Closing Date), (iii) the Excess Availability (after giving effect to the proposed borrowing), other than in the case of the Acquisition Borrowing, (iv) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (v) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto. Any such notice of borrowing must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, three (i3) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or and one (ii1) one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans); provided, specifying (A) however, that if the amount Swing Line Lender has resigned, and Type not yet been replaced pursuant to Section 13.7, the notices of borrowing with respect to Alternate Base Rate Loans must be received by the Administrative Agent prior to 11:00 A.M., New York City time on the requested borrowing date. Each borrowing of Revolving Credit Loans shall, subject to be borrowedSection 7.7(g), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) $2,500,000 (or, if less, the maximum amount which is then available to the Company pursuant to Section 3.1) or a whole multiple of $500,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for in immediately available funds at the account office of the Borrower Administrative Agent specified in Section 14.2 (or at such other location as the Funding Office prior to 12:00 noonAdministrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested borrowing date, an amount equal to the Commitment Percentage of such Multi-Currency Lender multiplied by the Borrower aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Administrative Agent’s crediting the account of the Company designated to the Administrative Agent with the aggregate amount actually received by the Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Administrative Agent. (b) The occurrence of any Multi-Currency Lender becoming a Defaulting Lender shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any Defaulting Lender to make the Revolving Credit Loan or payment required under this Agreement.

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business DayDay during the Commitment Period, provided that the Borrower shall give notify the Administrative Agent by the delivery of a Borrowing Request, which shall be sent by telecopy and shall be irrevocable notice (which notice must be received confirmed promptly, and in any event within five Business Days, by the delivery to the Administrative Agent prior to 12:00 noonof a Borrowing Request manually signed by the Borrower), New York City timeno later than: 1:30 p.m., (i) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansAdvances and 1:30 p.m., or (ii) one Business Day prior to on the requested Borrowing Date, in the case of Base Rate Loans)ABR Advances, specifying (A) the aggregate principal amount and Type of Revolving Credit Loans to be borrowedborrowed under the Commitments, (B) the requested Borrowing Date and Date, (C) in whether such borrowing is to consist of one or more Eurodollar Advances, ABR Advances, or a combination thereof and (D) if the case borrowing is to consist of one or more Eurodollar LoansAdvances, the length of the initial Interest Period thereforfor each such Eurodollar Advance. If no election as Each (i) Eurodollar Advance to be made on a Borrowing Date, when aggregated with all amounts to be converted to a Eurodollar Advance on such date and having the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no same Interest Period with respect to any as such first Eurodollar Loan is specified in any such noticeAdvance, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are no less than $1,000,000, 2,500,000 or such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 or amount plus a whole multiple of $1,000,000 500,000 in excess thereof. , and (ii) each ABR Advance made on each Borrowing Date shall equal no less than $1,000,000 or such amount plus a whole multiple of $200,000 in excess thereof or, if less, the unused portion of the Aggregate Commitment Amount. (b) Upon receipt of any such notice from the Borrowereach Borrowing Request, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to its receipt of the notice referred to in the preceding sentence, each Lender will make the amount of its pro rata share Commitment Percentage of each borrowing of the requested Revolving Credit Loans available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 noon, New York City time, office of the Administrative Agent set forth in Section 11.2 not later than 3:30 p.m. on the relevant Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent at such office. The amounts so made available to the Administrative Agent on such Borrowing Date will then, subject to the satisfaction of the terms and conditions of this Agreement, as determined by the Administrative Agent. Such borrowing will then , be made available on such date to the Borrower by the Administrative Agent in like funds as received by at the office of the Administrative Agent.Agent specified in

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days (or, in the case of any requested Borrowing in an Alternate Currency, four (4) Business Days) prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurocurrency Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, in if all or any part of the case of Eurodollar requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (A) the aggregate amount and Type of Revolving Credit Loans to be borrowed, (B) whether the amount to be borrowed will use the Tranche A Commitments or the Tranche B Commitments or, if a combination thereof, indicating the respective amounts thereof, (C) the requested Borrowing Date and (C) and, in the case of Eurodollar each Money Market Loan, the requested Money Market Loan Maturity Date, (D) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, Money Market Loans, Canadian Prime Rate Loans or a combination thereof, (E) if a Eurocurrency Loan, the length currency of such requested Revolving Credit Loan (which must be Dollars in the case of Revolving Credit Loans using the Tranche A Commitments), and (F) if the borrowing is to be entirely or partly of Eurocurrency Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base ABR Loans or Canadian Prime Rate Loans, $1,000,000 5,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,0005,000,000, such lesser amount) and (yii) in the case of Eurodollar Eurocurrency Loans or Money Market Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof or the Dollar Equivalent in an Alternate Currency, in each case subject to Section 2.2(e). Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City timetime (or (i) in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time and (ii) in the case of an Alternate Currency Borrowing, local time for the principal market of such currency), on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed six (6). In no event may the number of Money Market Loans requested in any calendar year exceed thirty (30).

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days (or, in the case of any requested Borrowing in an Alternate Currency, four (4) Business Days) prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurocurrency Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, in if all or any part of the case of Eurodollar requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one (1) Business Day prior to the requested Borrowing Date, in the case of Base Rate Loansotherwise), specifying (A) the aggregate amount and Type of Revolving Credit Loans to be borrowed, (B) whether the amount to be borrowed will use the Tranche A Commitments or the Tranche B Commitments or, if a combination thereof, indicating the respective amounts thereof, (C) the requested Borrowing Date and (C) and, in the case of Eurodollar each Money Market Loan, the requested Money Market Loan Maturity Date, (D) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, Money Market Loans or a combination thereof, (E) if a Eurocurrency Loan, the length currency of such requested Revolving Credit Loan (which must be Dollars in the case of Revolving Credit Loans using the Tranche A Commitments), and (F) if the borrowing is to be entirely or partly of Eurocurrency Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base Rate ABR Loans, $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000500,000, such lesser amount) and (yii) in the case of Eurodollar Eurocurrency Loans or Money Market Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof or the Dollar Equivalent in an Alternate Currency, in each case subject to Section 2.2(e). Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City timetime (or (i) in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time and (ii) in the case of an Alternate Currency Borrowing, local time for the principal market of such currency), on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed four (4). In no event may the number of Money Market Loans requested in any calendar year exceed eighteen (18).

Procedure for Borrowing Revolving Credit Loans. The Borrower Borrowers may borrow Revolving Credit Loans under the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day, provided that the applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 noon10:00 A.M., New York City time, (i) three (3) Business Days (or, in the case of any requested Borrowing in an Alternate Currency, four (4) Business Days) prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurocurrency Loans, (ii) two (2) Business Days prior to the requested Borrowing Date, in if all or any part of the case of Eurodollar requested Revolving Credit Loans are to be initially Money Market Loans, or (iiiii) one on the Business Day prior to which is the requested Borrowing Date, in if the case of Base requested Revolving Credit Loans are to be initially ABR Loans or Canadian Prime Rate Loans), specifying (A) the aggregate amount and Type of Revolving Credit Loans to be borrowed, (B) whether the amount to be borrowed will use the Tranche A Commitments or the Tranche B Commitments or, if a combination thereof, indicating the respective amounts thereof, (C) the requested Borrowing Date and (C) and, in the case of Eurodollar each Money Market Loan, the requested Money Market Loan Maturity Date, (D) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, Money Market Loans, Canadian Prime Rate Loans or a combination thereof, (E) if a Eurocurrency Loan, the length currency of such requested Revolving Credit Loan (which must be Dollars in the case of Revolving Credit Loans using the Tranche A Commitments), and (F) if the borrowing is to be entirely or partly of Eurocurrency Loans the respective amounts of each such Type of Revolving Credit Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (xi) in the case of Base ABR Loans or Canadian Prime Rate Loans, $1,000,000 5,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,0005,000,000, such lesser amount) and (yii) in the case of Eurodollar Eurocurrency Loans or Money Market Loans, $1,000,000 5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof or the Dollar Equivalent in an Alternate Currency, in each case subject to Section 2.2(e). Upon receipt of any such notice from the applicable Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each such borrowing of Revolving Credit Loans available to the Administrative Agent for the account of the applicable Borrower at the Funding Office office of the Administrative Agent specified in Section 10.2 prior to 12:00 noon1:00 P.M., New York City timetime (or (i) in the case of Money Market Loans having a Money Market Loan Maturity Date of six (6) days or less from the relevant Borrowing Date, 3:00 P.M., New York City time and (ii) in the case of an Alternate Currency Borrowing, local time for the principal market of such currency), on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. In no event may the number of Money Market Loans requested in any calendar month exceed six (6). In no event may the number of Money Market Loans requested in any calendar year exceed thirty (30).

Procedure for Borrowing Revolving Credit Loans. (a) The Borrower Company may borrow request a borrowing of Revolving Credit Loans under during the Commitment Period on any Working Day, if the Revolving Credit Commitments during the Revolving Credit Commitment Period Loans to be borrowed are Eurodollar Loans, or on any Business Day, if the Revolving Credit Loans to be borrowed are Alternate Base Rate Loans, by giving irrevocable notice to the Administrative Agent, specifying (i) the aggregate principal amount to be borrowed, (ii) the requested borrowing date, (iii) whether the Revolving Credit Loans to be borrowed are to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof and, if a combination, the respective aggregate amount of each type of borrowing and (iv) if the Revolving Credit Loans to be borrowed are Eurodollar Loans, the length of the Interest Period or Interest Periods applicable thereto; provided that any Revolving Credit Loans to be made to the Borrower Company on the Closing Date shall give the Administrative Agent irrevocable be made as Alternate Base Rate Loans. Any such notice (which notice of borrowing must be received by the Administrative Agent prior to 12:00 noon11:00 A.M., New York City time, (i) three Business Working Days prior to the requested Borrowing Dateborrowing date, in the case of Eurodollar Loans, or (ii) and one Business Day prior to the requested Borrowing Dateborrowing date, in the case of Alternate Base Rate Loans), specifying (A) the amount and Type . Each borrowing of Revolving Credit Loans shall, subject to be borrowedsubsection 10.8(h), (B) the requested Borrowing Date and (C) in the case of Eurodollar Loans, the length of the initial Interest Period therefor. If no election as to the Type of Loans is specified in any such notice, then the requested Loan shall be a Base Rate Loan. If no Interest Period with respect to any Eurodollar Loan is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in an aggregate principal amount equal to (x) in the case of Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $1,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (in the case of Eurodollar Loans) or (y) the lesser of $5,000,000 (or, if less, the maximum amount which is then available to the Company pursuant to subsection 5.1(a)) or a whole multiple of $1,000,000 in excess thereof (in the case of Alternate Base Rate Loans). Upon receipt of any such notice from the Borrowernotice, the Administrative Agent shall will promptly notify each Multi-Currency Lender thereof. Each Multi-Currency Lender will make the amount of its pro rata share of each borrowing of Revolving Credit Loans available to the Administrative Agent for at the account office of the Borrower Administrative Agent specified in subsection 17.3 (or at such other location as the Funding Office prior to 12:00 noonAdministrative Agent may direct), by 1:00 P.M., New York City time, on the Borrowing Date requested by borrowing date, an amount equal to the Borrower Multi-Currency Commitment Percentage of such Multi- Currency Lender times the aggregate principal amount of the Revolving Credit Loans requested to be borrowed in Dollars, in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of such Revolving Credit Loans received by the Administrative Agent hereunder shall promptly be made available to the Borrower Company by the Administrative Agent's crediting the account of the Company designated to the Administrative Agent with the aggregate amount actually received by the Administrative Agent from the Multi-Currency Lenders and in like funds as received by the Administrative Agent. (b) The failure of any Multi-Currency Lender to make the Revolving Credit Loan to be made by it on any requested borrowing date shall not relieve any other Multi-Currency Lender of its obligation hereunder to make its Revolving Credit Loan on such borrowing date, but no Multi-Currency Lender shall be responsible for the failure of any other Multi-Currency Lender to make the Revolving Credit Loan to be made by such other Multi-Currency Lender on such borrowing date.