Common use of Procedure for Borrowings Clause in Contracts

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.

Procedure for Borrowings. Each The Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day. The Term Borrowing and each borrowing of Revolving Loans shall be made by a written request by an Authorized Person delivered upon the Borrower’s irrevocable notice to the Administrative Agent and (which notice must be received by the Administrative Agent no later than prior to 11:00 A.M., New York City time, (ia) 12:00 noon on the three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan Eurodollar Loans, or a Revolving Loan that is a Base Rate Loan and (iib) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a requested Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each caseABR Loans), specifying (Ai) whether the Borrower is requesting the Term Borrowing or a borrowing of Revolving Loans, (ii) the amount and Type of such BorrowingLoans to be borrowed, (Biii) the requested Funding Borrowing Date and (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Div) in the case of a Borrowing of LIBOR Rate Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each telephonic notice by the Borrower pursuant to this Section 2.2 must be applicable theretoconfirmed promptly by delivery to the Administrative Agent of a written Committed Loan Notice, which appropriately completed and signed by a Responsible Officer of the Borrower. Each borrowing under the Commitments shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to (x) in the Tranche B Line Cap minus case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the outstanding principal amount then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Tranche B Revolving Loans Eurodollar Loans, $1,000,000 or a whole multiple thereof. If the Borrower fails to specify a Type of such Revolving Loan in a Committed Loan Notice, then the applicable Loans shall be Tranche B made as ABR Loans. If the Borrower requests a borrowing of Eurodollar Loans in any such Committed Loan Notice but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage under the applicable Facility of the applicable Term Loans or Revolving Loans, and . Each relevant Lender will make the remaining amount of such Revolving its pro rata share of each borrowing of Loans shall be Tranche A Revolving Loans; provided that available to the Administrative Agent mayfor the account of the Borrower at the Funding Office prior to 12:00 Noon, in its sole discretionNew York City time, elect to accept as timely requests that are received later than the times specified above on the applicable Business DayBorrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. In lieu Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of delivering the above-described written request, any Authorized Person may give Agent electronic notice Borrower on the books of such request office with the aggregate of the amounts made available to the Administrative Agent by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed relevant Lenders and in writing within 24 hours of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. (a) Each Borrowing shall be made to each Borrower upon irrevocable written notice (or by a written request by an Authorized Person telephone promptly confirmed in writing) of Guarantor (on behalf of such Borrower) delivered to the Administrative Agent and in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent no later than prior to 11:00 A.M. (Chicago time) (i) 12:00 noon on the three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Offshore Rate Loan Loans and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a requested Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Base Rate LoanLoans, in each case, specifying specifying: (Ai) the amount of such Borrowing, which shall be in an aggregate minimum amount of $1,000,000 for all Borrowers requesting that a Borrowing be made pursuant to such Notice of Borrowing or any integral multiple of $100,000 in excess thereof; provided that the last Borrowing to be made under this Agreement shall not be required to be in an integral multiple of $100,000; and provided, further, that the Borrowers, collectively, shall not be entitled to make more than thirty (B30) Borrowings hereunder in the aggregate; (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day), Day and the same Business Day for each Borrower to which such Notice of Borrowing relates; (Ciii) whether the Type of Loans comprising such Borrowing; and (iv) with respect to any Borrowing is to be a Borrowing comprised of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Offshore Rate Loans, the initial duration of the Interest Period applicable to be applicable theretosuch Offshore Rate Loan included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, which such Interest Period shall be a period contemplated by the definition three (3) months. (b) The Administrative Agent will promptly notify each Bank of its receipt of any Notice of Borrowing and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Bank's Percentage of the related Borrowing(s). (c) Each Bank will make the amount of its Percentage of each Borrowing available to the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than for the times specified above account of each Borrower requesting a Loan at the Administrative Agent's Office by 1:00 P.M. (Chicago time) on the applicable Business DayBorrowing Date requested by such Borrower in funds immediately available to the Administrative Agent. In lieu The proceeds of delivering the above-described written request, any Authorized Person may give Agent electronic notice of all such request Loans will then be made available to such Borrower by the required time. In Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by such circumstancesBorrower of like funds as received by the Administrative Agent. (d) After giving effect to any Borrowing, Borrowers agree that any such electronic notice will unless the Administrative Agent shall otherwise consent, there may not be confirmed more than one (1) Interest Period in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requesteffect for all Loans then outstanding.

Procedure for Borrowings. Each (a) Borrower may request a Borrowing of Term Loans in a Minimum Amount therefor by (A) telephone, or (B) delivering a Request for Extension of Credit therefor by Requisite Notice to Administrative Agent not later than the Requisite Time therefor; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Request for Extension of Credit. All Borrowings shall constitute Eurodollar Rate Loans with an Interest Period of one month unless properly and timely otherwise designated as set forth in the prior sentence. Requests for Borrowings may be made contingent on the closing of the Target Acquisition (or a portion of the Target Acquisition). (b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by a written request by an Authorized Person delivered Requisite Notice of its Applicable Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Term Loan available to Administrative Agent and received by Agent no at Administrative Agent’s Office not later than (i) 12:00 noon the Requisite Time therefor on the Business Day that is specified in such Request for Extension of Credit. Upon satisfaction of the requested Funding Date applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received. (c) The failure of any Lender to make any Term Loan on any date shall not relieve any other Lender of any obligation to make a Term Loan on such date, but the case Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other Lender to so make its Term Loan. Borrower shall have the right to replace any Lender which fails to make a request for a Swing Term Loan when obligated to do so in accordance with Section 10.21. (d) Each Lender may, at its option, make any Term Loan available to Borrower by causing any foreign or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (domestic branch or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount Affiliate of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether Lender to make such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansTerm Loan; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans exercise of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation option shall not affect the validity obligation of Borrower to repay such Term Loan in accordance with the terms of this Agreement; provided, further that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the requestexercise of such option.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three two (32) Business Days (or solely with respect to a Borrowing on the Closing Fourth Amendment Effective Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Term SOFR Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Term SOFR Loans, (D) in the case of a Borrowing of LIBOR Rate Term SOFR Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.

Procedure for Borrowings. Each Borrowing (a) At the time of the initial Advance under the Advance Note or the Revolving Line of Credit Promissory Note, as the case may be, the conditions set forth in Section 3.1 of this Agreement shall be made by have been satisfied and, with respect to each Subsequent Advance under the Advance Note or the Revolving Line of Credit Promissory Note, the conditions set forth in Section 3.2 hereof shall have been satisfied at the time of each such Subsequent Advance. At the time of each request for a Subsequent Advance under the Advance Note or the Revolving Line of Credit Promissory Note, the Borrower shall simultaneously furnish to the Lender a written notice of borrowing (dated as of the date of the request by an Authorized Person delivered to Agent for such Subsequent Advance and received by Agent no later than otherwise being in substantially the form attached hereto as Exhibit C) confirming (i) the Note under which the Subsequent Advance has been requested, (ii) the amount of the requested Subsequent Advance and(iii) the absence of any Event of Default at the date of such request. Each request for a Subsequent Advance under the Advance Note or the Revolving Line of Credit Promissory Note must be in the minimum amount of $50,000.00 or the unadvanced portion of the Note under which the Subsequent Advance has been requested, whichever is less. Assuming the satisfaction of the conditions set forth in this Section 2.2, requests for Subsequent Advances under the Advance Note or the Revolving Line of Credit Promissory Note will be funded on the same Business Day that Lender receives Borrower's request for each such Subsequent Advance; provided that Borrower's request is received by the Lender prior to 12:00 noon on the Business Day that is date of any such request. (b) The Lender shall maintain in accordance with its usual practice one or more accounts or other records evidencing the requested Funding Date in Obligations of the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior Borrower to the requested Funding Date Lender resulting from each loan made by the Lender from time to time under the Notes, including the amounts of principal and interest payable and paid to the Lender from time to time under this Agreement and each respective Note. The entries made in such accounts or records of the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which Lender shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition prima facie evidence of the term “Interest Period” existence and amounts of the Obligations of the Borrower and its Subsidiaries therein recorded; provided, however, that the failure of the Lender to maintain any such accounts or records, or any error therein, shall not in any manner affect the absolute and unconditional obligation of the Borrower to repay (Ewith applicable interest) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal all loans made to the Tranche B Line Cap minus Borrower in accordance with the outstanding principal amount terms of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, this Agreement and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestNotes.

Procedure for Borrowings. To request a Borrowing of Revolver Loans, Borrower shall deliver to Agent (to all notice recipients for Agent as listed in Annex I) a written notice, substantially in the form of Exhibit D (a "Notice of Borrowing"), together with a Compliance Certificate. Each Notice of Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one specify (1) Business Day) prior to whether the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or (subject to all applicable restrictions contained in this Agreement) Eurodollar Loans, and (2) the Business Day on which Borrower requests that such Loans be made. Notices of Borrowing for Base Rate Loans shall be received by Agent before 11:00 A.M. New York time on the Business Day prior to the date of the proposed Borrowing, and Notices of Borrowing for Eurodollar Loans shall be received by Agent not later than 11:00 A.M. New York time on the third Business Day prior to the date of the proposed Borrowing. Each Notice of Borrowing shall, unless otherwise specifically provided herein, consist entirely of Loans of the same Type and, if the requested Borrowing is to consist of Eurodollar Loans, shall be in an aggregate amount for all Lenders equal to a Permitted Transaction Amount. Borrower shall specify in each Notice of Borrowing whether the conditions for the requested Borrowing are satisfied. Each Notice of Borrowing shall be deemed to automatically constitute Borrower's representation and warranty, to Agent and to each and every Lender considered separately, that all representations and warranties contained in this Agreement are and remain true and correct as of the date of such Notice of Borrowing; as of the date of the making of the requested Loan; and immediately thereafter taking into account the effect of the requested Loan. Borrower may request a Borrowing of LIBOR Rate Loans, Loans no more than three (D3) in the case times per month (unless an Event of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line CapDefault has occurred, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount no further Borrowings of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving permitted). Once given, a Notice of Borrowing is irrevocable by and binding on Borrower. Borrower shall provide to Agent a list, with specimen signatures, of officers authorized to request Loans, and the remaining amount . Agent is entitled to rely upon such list until it is replaced by Borrower. Agent shall give each Lender prompt notice by telephone or facsimile transmission of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu a Notice of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBorrowing.

Procedure for Borrowings. Each Borrowing (a) The Loans shall be deemed to have been made to each Borrower upon irrevocable written notice (or by a written request by an Authorized Person telephone promptly confirmed in writing) of Conseco (on behalf of the Borrowers) delivered to the Administrative Agent and in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent no later than prior to 11:00 A.M. (Chicago time) (i) 12:00 noon on three Business Days prior to the Business Day that is the requested Funding Date Closing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Offshore Rate Loan Loans and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Base Rate LoanLoans, in each case, specifying specifying: (Ai) the amount of such BorrowingClosing Date, (B) the requested Funding Date (which shall be a Business Day)Day and the same Business Day for each Borrower; (ii) the amount of the Loans deemed to have been made to each Borrower, which shall not exceed the aggregate amount set forth on Schedule 2.2 for such Borrower; (Ciii) whether such Borrowing is the Type of Loans being requested; and (iv) with respect to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate the Loans, (D) in the case if comprised of a Borrowing of LIBOR Offshore Rate Loans, the initial duration of the Interest Period applicable to be applicable theretosuch Offshore Rate Loan included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Loans comprised of Offshore Rate Loans, which such Interest Period shall be a period contemplated by the definition three (3) months. (b) The Administrative Agent will promptly notify each Bank of its receipt of the term “Interest Period” Notice of Borrowing and (E) whether of the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Bank's Percentage of the related Loans. (c) Each Bank will make the amount of its Percentage of the Loans shall be Tranche A Revolving Loans; provided that available to the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than for the times specified above account of each Borrower requesting a Loan at the Administrative Agent's Office by 1:00 P.M. (Chicago time) on the applicable Business DayClosing Date in funds immediately available to the Administrative Agent. In lieu The proceeds of delivering the above-described written requesteach such Loan will be applied to repay in full each Borrower's Existing Loans, any Authorized Person may give Agent electronic notice of such request notwithstanding receipt by the required time. In Administrative Agent of any other directions to the contrary, and such circumstancesrepayment is intended to, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours and shall, occur simultaneously with the making of the giving of such electronic notice, but the failure to provide such written confirmation shall Loans. (d) There may not affect the validity of the requestbe more than one (1) Interest Period in effect for all Loans then outstanding.

Procedure for Borrowings. Each (a) Borrower may request a Borrowing of Loans in a Minimum Amount therefor by (A) telephone, or (B) delivering a Request for Extension of Credit therefor by Requisite Notice to Administrative Agent not later than the Requisite Time therefor; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Request for Extension of Credit. All Borrowings denominated in Dollars shall constitute Eurodollar Rate Loans with an Interest Period of one month unless properly and timely otherwise designated as set forth in the prior sentence. All Borrowings denominated in Sterling shall constitute Eurodollar Rate Loans. Requests for Borrowings may be made contingent on the closing of the Target Acquisition (or a portion of the Target Acquisition). (b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by a written request by an Authorized Person delivered Requisite Notice of its Applicable Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Loan available to Administrative Agent and received by Agent no in the requested currency at Administrative Agent’s Office not later than (i) 12:00 noon the Requisite Time therefor on the Business Day that is specified in such Request for Extension of Credit. Upon satisfaction of the requested Funding Date applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received. (c) The failure of any Lender to make any Loan on any date shall not relieve any other Lender of any obligation to make a Loan on such date, but the case Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other Lender to so make its Loan. Borrower shall have the right to replace any Lender which fails to make a request for a Swing Loan when obligated to do so in accordance with Section 10.21. (d) Each Lender may, at its option, make any Loan available to Borrower by causing any foreign or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (domestic branch or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount Affiliate of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether Lender to make such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansLoan; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans exercise of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation option shall not affect the validity obligation of Borrower to repay such Loan in accordance with the terms of this Agreement; provided, further that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the requestexercise of such option.

Procedure for Borrowings. Each (a) Borrower may request a Borrowing of Loans in a Minimum Amount therefor by (A) telephone, or (B) delivering a Request for Extension of Credit therefor by Requisite Notice to Administrative Agent not later than the Requisite Time therefor; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Request for Extension of Credit. All Borrowings denominated in Dollars shall constitute Eurodollar Rate Loans with an Interest Period of one month unless properly and timely otherwise designated as set forth in the prior sentence. All Borrowings denominated in Sterling shall constitute Eurodollar Rate Loans. Requests for Borrowings may be made contingent on the closing of the Target Acquisition (or a portion of the Target Acquisition). (b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by a written request by an Authorized Person delivered Requisite Notice of its Applicable Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Loan available to Administrative Agent and received by Agent no in the requested currency at Administrative Agent’s Office not later than (i) 12:00 noon the Requisite Time therefor on the Business Day that is specified in such Request for Extension of Credit. Upon satisfaction of the requested Funding Date applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received. (c) The failure of any Lender to make any Loan on any date shall not relieve any other Lender of any obligation to make a Loan on such date, but the case Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other Lender to so make its Loan. Borrower shall have the right to replace any Lender which fails to make a request for a Swing Loan when obligated to do so in accordance with Section 10.21. (d) Each Lender may, at its option, make any Loan available to Borrower by causing any foreign or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (domestic branch or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount Affiliate of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether Lender to make such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansLoan; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans exercise of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation option shall not affect the validity obligation of Borrower to repay such Loan in accordance with the terms of this Agreement; provided, further that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the requestexercise of such option.

Procedure for Borrowings. (a) Each Revolving Credit Borrowing of Revolving Credit Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Revolving Credit Borrowing duly completed; which notice must be received by the Administrative Agent no later than (ix) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and prior to 1:00 p.m. (iiHouston, Texas time) 12:00 noon on the Business Day that is three (3) Business Days prior to the requested Borrowing Date, in the case of LIBOR Loans, (or solely with respect y) prior to a Borrowing 9 a.m. (Houston, Texas time) on the Closing requested Borrowing Date, in the case of LIBOR Market Index Rate Loans to be borrowed on the Effective Date, and (z) prior to 1:00 p.m. (Houston, Texas time) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Base Rate Loans; provided, however, the Notice of Revolving Loan that is a Credit Borrowing with respect to the Loans to be borrowed on the Effective Date may be conditioned on the actual consummation of the QR Energy Acquisition, subject to the Company’s obligations under Section 3.04(b) with respect to LIBOR Rate Loan, in each case, specifying Loans. (Ab) Each Notice of Revolving Credit Borrowing shall specify (i) the amount of such the Revolving Credit Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base, except that clause (y) shall not apply in the case of Loans to fund reimbursement obligations under drawings under Letters of Credit, and (B) for LIBOR Loans and LIBOR Market Index Rate Loans, $3,000,000 or any multiple integrals of $1,000,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $3,000,000, then the Company may not request a LIBOR Loan or a LIBOR Market Index Rate Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Revolving Credit Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Revolving Credit Loans. If the Notice of Revolving Credit Borrowing fails to specify the duration of the Interest Period for any Revolving Credit Borrowing comprised of LIBOR Loans, such Interest Period shall be one month. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans, LIBOR Loans and LIBOR Market Index Rate Loans, whether under a Borrowing, conversion or continuation shall not exceed ten (10) at any one time. (d) The Administrative Agent will promptly notify each Lender of its receipt of any Notice of Revolving Credit Borrowing and of the amount of such Lender’s Pro Rata Share of that Revolving Credit Borrowing. (e) A Notice of Revolving Credit Borrowing shall not request a Revolving Credit Borrowing of LIBOR Market Index Rate LoansLoans for any day other than the Effective Date. (f) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Revolving Credit Borrowing available to the Administrative Agent for the account of the Company at the Administrative Agent’s Payment Office by 11:00 a.m. (DHouston, Texas time) in on the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated Date requested by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, Company in which case up to an amount equal funds immediately available to the Tranche B Line Cap minus Administrative Agent. The proceeds of all such Loans will then be made available to the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Company by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing (a) The Term Loan Borrowings shall be made by a written request by an Authorized Person upon the Borrower’s notice delivered to the Administrative Agent and (which notice may be contingent upon the closing under the Diamond Purchase Agreement), which may be given by (i) telephone, or (ii) a Notice of Borrowing; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Notice of Borrowing. The Notice of Borrowing must be received by the Administrative Agent no later than prior to (i) 12:00 noon on Eastern time two Business Days prior to the Business Day that is the requested Funding Date Closing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Eurodollar Rate Loan Loans, and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing Eastern time on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Base Rate LoanLoans, in each case, specifying specifying: (A) the amount of such the Five-Year Term Loan Borrowing and the amount of the Ten-Year Term Loan Borrowing, ; (B) the requested Funding Date (Closing Date, which shall be a Business DayDay (provided that all Term Loan Borrowings must be made on the Closing Date), ; (C) whether the Type of Loans comprising such Borrowing is to be a Borrowing Class of Base Rate Loans or a Borrowing of LIBOR Rate Loans, Borrowing; and (D) in the case of a Borrowing of LIBOR Eurodollar Rate Loans, the duration of the initial Interest Period applicable to be applicable thereto, which shall be such Loans. (b) The Administrative Agent will promptly notify each Appropriate Lender of its receipt of a period contemplated by the definition Notice of Borrowing and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans Lender’s Pro Rata Share of such Term Loan Borrowings. (c) Each Appropriate Lender will make the amount of its Pro Rata Share of each Term Loan Borrowing available to the Administrative Agent in immediately available funds for the account of the Borrower at the Administrative Agent’s Payment Office by 2:00 p.m. Eastern time (in the case of Eurodollar Rate Loans) or by 3:00 p.m. Eastern time (in the case of Base Rate Loans) on the Closing Date. Upon satisfaction of the applicable conditions set forth in Sections 5.01 and 5.02, the Administrative Agent shall be Tranche A Revolving Loans; provided that make all funds so received available to the Borrower in like funds as received by the Administrative Agent mayeither by (i) crediting the account of the Borrower on the books of the Administrative Agent with the amount of such funds or (ii) wire transfer of such funds, in its sole discretioneach case, elect in accordance with instructions provided to accept as timely requests that are received later than (and reasonably acceptable to) the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Administrative Agent electronic notice of such request by the required time. In such circumstancesBorrower. (d) After giving effect to the Term Loan Borrowings, Borrowers agree that any such electronic notice will unless the Administrative Agent otherwise consents, there may not be confirmed more than (x) 5 separate Interest Periods with respect to a Term Loan Borrowing of a single Class and (y) 10 separate Interest Periods in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestaggregate for all Term Loan Borrowings.

Procedure for Borrowings. Each Borrowing The Lessor may borrow pursuant to this ------------------------ Article II by giving the Agent not less than three Business Days' notice, by 1:00 p.m. New York time, of its request for loans hereunder. Such notice shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than specify (i) 12:00 noon on the Business Day that is date of the requested Funding Date in proposed borrowing (the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and "Borrowing Date"), (ii) the aggregate principal amount of loans, (iii) whether the loans are to bear interest at a Base Rate, Eurodollar Rate or LIBOR Rate, and (iv) if the loans are to bear interest at a Eurodollar Rate, the term of the interest period therefor. Upon receipt of any such notice from the Lessor and on such date of receipt, the Agent shall forthwith give notice to each Lender of the substance thereof. Not later than 12:00 noon noon, New York time, on the Business Day that is three (3) Business Days (or solely with respect Borrowing Date specified in such notice, each Lender shall make available to the Agent in immediately available funds at the office of the Agent at 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, such Lender's pro rata share of the requested loans. Upon receipt by the Agent of all such funds and upon satisfaction of the conditions set forth in this Article II, the Agent shall disburse to the Lessor the loan requested in such notice. The Agent may, but shall not be required to, advance on behalf of any such Lender such Lender's pro rata share of the loans on a Borrowing on Date unless such Lender shall have notified the Closing Date, one (1) Business Day) Agent prior to the requested Funding Borrowing Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount it does not intend to make available its pro rata share of such Borrowingloans on such date. If the Agent makes such advance, (B) the requested Funding Date (which Agent shall be a Business Day), (C) whether entitled to recover such Borrowing amount on demand from the Lender on whose behalf such advance was made. Until such amount is repaid to the Agent by such Lender or the Lessor such advance shall be deemed for all purposes to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in loan made by the case of a Borrowing of LIBOR Rate LoansAgent. If the Agent recovers such amount from such Lender, the initial Interest Period to be applicable thereto, which Agent shall be entitled to recover from the Lender interest on the amount advanced by it for each day such amount is made available at a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount rate per annum equal to the Tranche B Line Cap minus customary rate set by the outstanding principal Agent for the correction of errors among banks for the first three Business Days and, thereafter, at the applicable rate on the loans made on the Borrowing Date. If the Agent recovers such amount of Tranche B Revolving Loans of such Revolving Loans from the Lessor, the Agent shall be Tranche B Revolving Loans, and entitled to recover from the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Lessor interest on the applicable Business Day. In lieu of delivering amount advanced by it for each day such amount is made available at a rate per annum equal to the above-described written request, any Authorized Person may give Agent electronic notice of such request customary rate set by the required time. In such circumstancesAgent for the correction of errors among banks for the first Business Days and, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of thereafter at the giving of such electronic notice, but applicable rate on the failure to provide such written confirmation shall not affect loans made on the validity of the requestBorrowing Date.

Procedure for Borrowings. Each Borrowing shall be made The Borrower may borrow under the Commitment during the Commitment Period on any Business Day, by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on giving the Business Day that is the requested Funding Date in the case Bank irrevocable notice of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and loan hereunder (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Da) in the case of Eurodollar Loans three Business Days before a Borrowing proposed borrowing or continuation or conversion and (b) in the case of LIBOR Fluctuating Rate Loans, not less than one nor more than five Business Days before a proposed borrowing or continuation or conversion, setting forth (i) the initial amount of the Loan requested, which shall not be less than $100,000, (ii) the requested borrowing date or Interest Period commencement date, as the case may be, (iii) whether the borrowing or Interest Period is to be for a Eurodollar Loan, Fluctuating Rate Loan or a combination thereof, and (iv) if entirely or partially a Eurodollar Loan, the length of the Interest Period therefor, which shall be one, two, three or six months. As used in this Section 2.4, "conversion" shall mean the conversion from one interest rate to another interest rate as more fully described in this Agreement. Such notice shall be written and shall be sufficient if received (including, without limitation, via facsimile transmission) by 1 p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrower to the Bank within two Business Days thereafter. Unless notification is otherwise furnished by the Borrower to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to the Borrower's demand deposit account maintained with an institution agreed to by Borrower and Bank after closing, which institution agrees to execute the "blocking agreement" required by the Bank. If the Borrower furnishes such notice but no election is made as to the type of Loan or the Interest Period to be applicable thereto, which shall the Loan will automatically then be made as a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing Fluctuating Rate Loan until such required information is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal furnished pursuant to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Dayterms hereof. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.2.5

Procedure for Borrowings. Each (a) Any Borrowing of Term Loans (unless otherwise set forth in the applicable Incremental Agreement) shall be made by a upon the Borrower’s written request by an Authorized Person notice delivered to the Agent and substantially in the form of a Notice of Borrowing or in a writing in any other form reasonably acceptable to the Agent, which notice must be received by the Agent no later than prior to 12:00 p.m. (New York time) (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan Term SOFR Borrowing, three RFR Business Days prior to the requested Borrowing date and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Base Rate Borrowing, one Business Day prior to the requested Borrowing date. Such Notice of Borrowing shall specify: (i) the aggregate principal amount of the Term Loans to be made; (ii) the date of the Borrowing (which shall be, (x) in the case of the Initial Term Loans, the Closing Date and (y) in the case of the Incremental Term Loans, the applicable Incremental Term Loan Facility Closing Date in respect of such class of Incremental Term Loans); (iii) whether the Borrowing of Term Loans shall consist of Base Rate Loans and/or Term SOFR Loans; and (iv) if the Borrowing of Term Loans is to include Term SOFR Loans, the Interest Period(s) to be initially applicable thereto; (b) Each Borrowing of a Revolving Loan, Extended Revolving Loan, Additional/Replacement Revolving Loan that is or Other Revolving Loan shall be made upon the Parent Borrower’s written notice delivered to the Agent substantially in the form of a LIBOR Notice of Borrowing or in a writing in any other form reasonably acceptable to the Agent, which notice must be received by the Agent prior to 12:00 p.m. (New York time) (i) in the case of a Term SOFR Borrowing or a RFR Borrowing denominated in Sterling, three RFR Business Days prior to the requested Borrowing date, (ii) in the case of a RFR Borrowing denominated in Swiss Francs, four RFR Business Days prior to the requested Borrowing date, (iii) in the case of a Eurocurrency Rate LoanBorrowing denominated in Yen, five Eurocurrency Banking Days prior to the requested Borrowing date, (iv) in each casethe case of a Eurocurrency Rate Borrowing denominated in Euros, specifying four Eurocurrency Banking Days prior to the requested Borrowing date, and (Av) in the case of a Base Rate Borrowing, one Business Day prior to the requested Borrowing date. Such Notice of Borrowing shall specify: (i) the applicable Borrower; (ii) the amount of such Borrowingthe Borrowing (which shall be in an aggregate minimum principal amount of the Dollar Equivalent of $1,000,000 or a whole multiple of the Dollar Equivalent of $100,000 in excess thereof (or, if applicable, the remaining amount available to be drawn hereunder)); (Biii) the requested Funding Date (Borrowing date, which shall be a Business Day), ; (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (Eiv) whether the Borrowing is to be comprised of Tranche A Revolving Term SOFR Loans, Daily Simple RFR Loans, Eurocurrency Rate Loans and/or Base Rate Loans; and (v) if the Borrowing is to be Term SOFR Loans or Tranche B Revolving Eurocurrency Rate Loans; provided that if any Tranche B Facility exists at , the Interest Period(s) applicable to such timeLoans. (c) Upon receipt of a Notice of Borrowing, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans Agent will promptly notify each applicable Lender of such Revolving Loans shall be Tranche B Revolving Loans, Notice of Borrowing and of the remaining amount of such Revolving Xxxxxx’s Commitment Percentage of the Borrowing. (d) Unless the Agent is otherwise directed in writing by the Parent Borrower, the proceeds of each requested Borrowing of Loans shall will be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect made available to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering Borrower by the above-described written request, any Authorized Person may give Agent electronic notice by wire transfer of such request by amount to the required time. In applicable Borrower pursuant to the wire transfer instructions specified in such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours Notice of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBorrowing.

Procedure for Borrowings. Each Borrowing shall be made The Borrower may borrow under the Commitment during the Commitment Period and may, subject to the limitations set forth in this Agreement, convert and continue interest rates, on any Business Day, by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on giving the Business Day that is the requested Funding Date in the case Bank irrevocable notice of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and therefor (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Da) in the case of LIBOR Loans three Business Days before a Borrowing proposed borrowing or continuation or conversion and (b) in the case of Fluctuating Rate Loans not less than one nor more than five Business Days before a proposed borrowing or continuation or conversion, setting forth (i) the amount of the Loan requested, which shall not be less than $100,000, (ii) the requested borrowing date or Interest Period commencement date, as the case may be, (iii) whether the borrowing or Interest Period is to be for a LIBOR Loan, Fluctuating Rate LoansLoan or a combination thereof, and (iv) if entirely or partially a LIBOR Loan, the initial length of the Interest Period therefor, which shall be one, two or three months. As used in this Section 2.3, "conversion" shall mean the conversion from one interest rate to another interest rate as more fully described in this Agreement. Such notice shall be written (including, without limitation, via facsimile transmission) and shall be sufficient if received by l p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrower to the Bank within two Business Days thereafter. Unless notification is otherwise furnished by the Borrower to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to the Borrower's demand deposit account maintained with the Bank. If the Borrower furnishes such notice but no election is made as to the type of Loan or the Interest Period to be applicable thereto, which shall the Loan will automatically then be made as a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing Fluctuating Rate Loan until such required information is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal furnished pursuant to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestterms hereof.

Procedure for Borrowings. Each Borrowing Whenever the Borrowers desire to borrow Loans under this Agreement (other than pursuant to subsections 2.4(c) or 2.4(d)), the applicable Borrower shall give the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, irrevocable notice (which notice must be made by a written request by an Authorized Person delivered to Agent and received by the U.S. Administrative Agent no later than prior to (ia) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is 12:30 P.M., New York City time, at least three (3) Business Days (or solely with respect prior to a the requested Borrowing on the Closing Date, if all or any part of the requested Loans are to be initially Eurocurrency Loans or Bankers’ Acceptance Loans, (b) 11:00 a.m. New York City time, at least one (1) Business Day) Day prior to the requested Funding Date in Borrowing Date, if the case of a Revolving Loan requested Loans are to be Incremental Term Loans that is a LIBOR Rate Loanare ABR Loans and (c) 11:00 a.m., in each caseNew York City time on the requested Borrowing Date, if the requested Loans are to be RCF Loans that are ABR Loans) specifying (Ai) the identity of the Borrower or Borrowers, (ii) the amount of such Borrowingto be borrowed, (Biii) the requested Funding Date (which shall be a Business Day)Borrowing Date, (Civ) whether the borrowing is to be of Eurocurrency Loans or Bankers’ Acceptance Loans, ABR Loans or a combination thereof, (v) if the borrowing is to be entirely or partly of Eurocurrency Loans or Bankers’ Acceptance Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor, (vi) if the borrowing is to be entirely or partly Bankers’ Acceptance Loans, the length of the term thereof in accordance with subsection 4.6(c) and (vii) whether the Borrowing is to be a Borrowing of Base Rate U.S. RCF Loans, Canadian RCF Loans or a Borrowing of LIBOR Rate Incremental Term Loans, . Each borrowing shall be in an amount equal to (Dx) in the case of ABR Loans, except any ABR Loan to be used solely to pay a like amount of outstanding Reimbursement Obligations or Swing Line Loans, an integral multiple of $1,000,000 (or, if the Commitments then available (as calculated in accordance with subsections 2.1(a) and (b)) are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, an integral multiple of $5,000,000 (or, in the case of Loans made to the Canadian Borrowers, Cdn$5,000,000) or an integral multiple of $1,000,000 (or, in the case of Loans made to the Canadian Borrowers, Cdn$1,000,000) in excess thereof (or, if the Commitments then available (as calculated in accordance with subsections 2.1(a) and (b)) are less than $5,000,000, or Cdn $5,000,000, as applicable, such lesser amount); provided that the minimum amounts (if any) applicable to Borrowings of Incremental Term Loans shall be as agreed to in the Incremental Amendment pursuant to which such Incremental Term Loans are provided. Upon receipt of any such notice from a Borrower, the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, shall promptly notify each applicable Lender thereof. Subject to the satisfaction of the applicable conditions precedent specified in Section 6 (and subject to compliance with subsection 4.6(c) in the case of Bankers’ Acceptance Loans), each applicable Lender will make the amount of its pro rata share of each such borrowing of Loans available to the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, for the account of the Borrower or Borrowers identified in such notice at the office of the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, specified in subsection 11.2 prior to 12:30 P.M. (or 11:00 A.M., in the case of the initial borrowing hereunder), New York City time, or at such other office of the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, or at such other time as to which the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, shall notify such Lenders reasonably in advance of the Borrowing of LIBOR Rate Date with respect thereto, on the Borrowing Date requested by such Borrower or Borrowers in Dollars or Canadian Dollars and in funds immediately available to the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable. In relation to Bankers’ Acceptance Loans, the initial Interest Period to be applicable thereto, which Canadian Administrative Agent shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal credit to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above applicable Canadian Borrower’s account on the applicable Business DayBorrowing Date the BA Proceeds less the applicable BA Fee with respect to each B/A Instrument purchased by a Lender on that Borrowing Date. In lieu of delivering Such borrowing will then be made available to the above-described written requestBorrower or Borrowers identified in such notice by the U.S. Administrative Agent or the Canadian Administrative Agent, any Authorized Person may give Agent electronic notice as applicable, crediting the account of such request Borrower or Borrowers on the books of such office with the aggregate of the amounts made available to the U.S. Administrative Agent or the Canadian Administrative Agent, as applicable, by the required time. In such circumstancesapplicable Lenders and in like funds as received by the U.S. Administrative Agent or the Canadian Administrative Agent, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestas applicable.

Procedure for Borrowings. (a) Each Borrowing shall be made to each Borrower upon irrevocable written notice (or by a written request by an Authorized Person telephone promptly confirmed in writing) of Guarantor (on behalf of such Borrower) delivered to the Administrative Agent and in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent no later than prior to (i) 12:00 noon on the 4:00 P.M. (New York City time) three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Offshore Rate Loan and Loans with Interest Periods shorter than one month borrowed prior to the Borrowing Termination Date, (ii) 12:00 noon on the Business Day that is Noon (New York City time) three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR all other Offshore Rate LoanLoans, and (iii) 12:00 Noon (New York City time) on the requested Borrowing Date, in each casethe case of Base Rate Loans, specifying specifying: (Ai) the amount of such Borrowing, which shall be in an aggregate minimum amount of $1,000,000 for all Borrowers requesting that a Borrowing be made pursuant to such Notice of Borrowing or any integral multiple of $100,000 in excess thereof; provided that the last Borrowing to be made under this Agreement shall not be required to be in an integral multiple of $100,000; (Bii) the requested Funding Date (Borrowing Date, which shall be a Business Day), Day and the same Business Day for each Borrower to which such Notice of Borrowing relates; (Ciii) whether the Type of Loans comprising such Borrowing; and (iv) with respect to any Borrowing is to be a Borrowing comprised of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Offshore Rate Loans, the initial duration of the Interest Period applicable to be applicable theretosuch Offshore Rate Loan included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, which such Interest Period shall be a period contemplated by the definition one (1) months. (b) The Administrative Agent will promptly notify each Bank of its receipt of any Notice of Borrowing and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Bank's Percentage of the related Borrowing(s). (c) Each Bank will make the amount of its Percentage of each Borrowing available to the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than for the times specified above account of each Borrower requesting a Loan at the Administrative Agent's Office by 2:00 P.M. (New York City time) on the applicable Business DayBorrowing Date requested by such Borrower in funds immediately available to the Administrative Agent. In lieu The proceeds of delivering the above-described written request, any Authorized Person may give Agent electronic notice of all such request Loans will then be made available to such Borrower by the required time. In Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by such circumstancesBorrower of like funds as received by the Administrative Agent. (d) After giving effect to any Borrowing, Borrowers agree that any such electronic notice will unless the Administrative Agent shall otherwise consent, there may not be confirmed more than five (5) Interest Periods in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requesteffect for all Loans then outstanding.

Procedure for Borrowings. Each The Company may effect a Borrowing shall of a Loan on any Business Day occurring on or after the Effective Date by giving the Agent an irrevocable written notice of borrowing (each, a “Borrowing Request” in the form of Exhibit C) (which Borrowing Request must be made by a written request by an Authorized Person delivered to Agent and received by the Agent no later than (ia) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is prior to 10:00 a.m., Boston time, three (3) Business Days (or solely with respect to a Borrowing on the Closing Datefewer days, one (1) Business Dayif each Bank in its sole discretion agrees) prior to the requested Funding Date in Borrowing Date, if the case of a Revolving Loan Company is requesting that is a LIBOR Rate Loan, in each case, specifying (A) the amount Loans be made as part of such Borrowing, and (Bb) prior to 10:00 a.m., Boston time, one Business Day prior to the requested Borrowing Date, if the Company is requesting that Alternate Base Rate Loans be made as part of such Borrowing), specifying (i) the amount to be borrowed, (ii) the requested Funding Date (which shall be a Business Day)Borrowing Date, (Ciii) whether such Borrowing is to be a Borrowing consist of LIBOR Loans, Alternate Base Rate Loans or a combination thereof, and (iv) if the Loans are to be LIBOR Loans, the length of the initial Interest Period for each thereof. Subject to the provisions of Sections 2.8 and 2.9, Loans may be Alternate Base Rate Loans or LIBOR Loans, or any combination thereof. If the Borrower fails to specify a Type of Loan in a Borrowing Request or if the Borrower fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Alternative Base Rate Loans. If the Borrower requests a Borrowing of, conversion to or continuation of LIBOR Rate LoansLoans in any Borrowing Request, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Each Borrowing shall be in an aggregate principal amount equal to or greater than $100,000 or, if less, the undrawn balance of the Revolving Credit Commitments. The principal amount of each Bank’s Revolving Credit Loan made on a Borrowing Date shall be in an amount equal to such Bank’s Revolving Credit Commitment Percentage of the Revolving Credit Loans made on such Borrowing Date. Upon receipt of each Borrowing Request from the Company, the Agent shall promptly notify each Bank thereof (D) such notice to be promptly confirmed in writing). Each Bank will make the amount of its Commitment Percentage of each Borrowing available to the Agent for the account of the Company at the office of the Agent set forth in Section 11.1, not later than 12:00 noon (or 2:00 pm in the case of an Alternate Base Rate Loan), Boston time on the Borrowing Date requested by the Company, in funds immediately available to the Agent at such office. Amounts so made available to the Agent on a Borrowing Date will, subject to the satisfaction of LIBOR Rate Loansthe terms and conditions of this Agreement as determined by the Agent, be made immediately available on such date to the Company by the Agent at the office of the Agent specified in Section 11.1 by crediting the account of the Company on the books of such office with the aggregate of said amounts, in like funds as received by the Agent. Unless the Agent shall have received prior notice from a Bank (by telephone or otherwise, such notice to be promptly confirmed by telex, telecopy or other writing) that such Bank will not make available to the Agent such Bank’s pro rata share of the Loans requested by the Company, the initial Interest Period Agent may assume that such Bank has made such share available to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Agent on such Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansDate in accordance with this paragraph; provided that if any Tranche B Facility exists at such timeBank received notice of the proposed borrowing from the Agent, and the Agent may, in reliance upon such assumption, make available to the Company on such Borrowing Date a corresponding amount. If and to the extent such Bank shall not have so made such pro rata share available to the Agent on such Borrowing Date, such Bank shall pay to the Agent on demand (in addition to such Bank’s pro rata share of the Loans to be funded on such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to Date) an amount equal to the Tranche B Line Cap minus product of (i) the outstanding principal average computed for the period referred to in clause (iii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (ii) the amount of Tranche B Revolving Loans such Bank’s Commitment Percentage of such Revolving Loans, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such Borrowing Date to the date on which the amount of such Bank’s Commitment Percentage of such Loans shall be Tranche B Revolving Loansbecome immediately available to the Agent, and the remaining denominator of which is 365. Such Bank shall not be entitled to receive interest on its pro rata share of the Loans for any period prior to the date it actually funds its pro rata share. If and to the extent such Bank shall not have so made such pro rata share available to the Agent within three (3) days following such Borrowing Date (and if and to the extent Agent has funded Bank’s pro rata share of the Loans), the Company shall pay to the Agent forthwith on demand (but without duplication) an amount equal to such Bank’s Commitment Percentage of such Revolving Loans, together with interest thereon for each day from the date such amount is made available to the Company until the date such amount is paid to the Agent, at the applicable interest rate for such Loans as set forth in Section 2.8. Such payment by the Company, however, shall be Tranche A Revolving Loans; provided that Agent may, in without prejudice to its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of rights against such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBank.

Procedure for Borrowings. The Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day. Each Borrowing borrowing of Revolving Loans shall be made by a written request by an Authorized Person delivered upon the Borrower’s irrevocable notice to the Administrative Agent and (which notice must be received by the Administrative Agent no later than prior to 11:00 A.M., New York City time, (ia) 12:00 noon on the three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan Eurodollar Loans, or a Revolving Loan that is a Base Rate Loan and (iib) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a requested Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each caseABR Loans), specifying (Ai) the amount and Type of such BorrowingLoans to be borrowed, (Bii) the requested Funding Borrowing Date and (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Diii) in the case of a Borrowing of LIBOR Rate Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each telephonic notice by the Borrower pursuant to this Section 2.2 must be applicable theretoconfirmed promptly by delivery to the Administrative Agent of a written Committed Loan Notice, which appropriately completed and signed by a Responsible Officer of the Borrower. Each borrowing under the Commitments shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to (x) in the Tranche B Line Cap minus case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the outstanding principal amount then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Tranche B Revolving Loans Eurodollar Loans, $1,000,000 or a whole multiple thereof. If the Borrower fails to specify a Type of such Revolving Loan in a Committed Loan Notice, then the applicable Loans shall be Tranche B made as ABR Loans. If the Borrower requests a borrowing of Eurodollar Loans in any such Committed Loan Notice but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender of the amount of its Percentage of the applicable Revolving Loans, and . Each relevant Lender will make the remaining amount of such Revolving its pro rata share of each borrowing of Loans shall be Tranche A Revolving Loans; provided that available to the Administrative Agent mayfor the account of the Borrower at the Funding Office prior to 12:00 Noon, in its sole discretionNew York City time, elect to accept as timely requests that are received later than the times specified above on the applicable Business DayBorrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. In lieu Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of delivering the above-described written request, any Authorized Person may give Agent electronic notice Borrower on the books of such request office with the aggregate of the amounts made available to the Administrative Agent by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed relevant Lenders and in writing within 24 hours of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. (a) With respect to Pro Rata Loans, the Company may effect a Borrowing on any Business Day occurring on or after the Effective Date by giving the Agent an irrevocable telephonic (to be promptly confirmed in writing) or written notice of borrowing (each, a "Borrowing Request" in the form of Exhibit C) (which Borrowing Request must be received by the Agent (a) prior to 10:00 a.m., Boston time, two Business Days prior to the requested Borrowing Date, if the Company is requesting that Eurodollar Rate Loans be made as part of such Borrowing, and (b) prior to 10:00 a.m., Boston time, one Business Day prior to the requested Borrowing Date, if the Company is requesting that Alternate Base Rate Loans be made as part of such Borrowing), specifying (i) the amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether such Borrowing is to consist of Eurodollar Rate Loans, Alternate Base Rate Loans or a combination thereof, and (iv) if the Loans are to be Eurodollar Rate Loans, the length of the initial Interest Period for each thereof. Each Borrowing shall be in an aggregate principal amount equal to or greater than $500,000 or, if less, the undrawn balance of the Aggregate Tranche A or Tranche B Commitments, as the case may be. The principal amount of each Bank's Tranche A Loan or Tranche B Loan made by on a written request by Borrowing Date shall be in an Authorized Person delivered amount equal to such Bank's Tranche A Commitment Percentage or Tranche B Commitment Percentage, as the case may be, of the Loans made on such Borrowing Date. Subject to the provisions of paragraphs 2.8 and 2.9, Loans may be Alternate Base Rate Loans or Eurodollar Rate Loans, or any combination thereof. Upon receipt of each Borrowing Request from the Company, the Agent and received by shall promptly notify each Bank thereof (such notice to be promptly confirmed in writing). Each Bank will make the amount of its Commitment Percentage of each Borrowing available to the Agent no later than (i) 12:00 noon on for the Business Day that is account of the requested Funding Date Company at the office of the Agent set forth in paragraph 11.1, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Eurodollar Rate Loan Loans, not later than 12:00 noon, Boston time, and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Alternate Base Rate LoanLoans, not later than 11:00 a.m., Boston time, on the Borrowing Date requested by the Company, in funds immediately available to the Agent at such office. Amounts so made available to the Agent on a Borrowing Date will, subject to the satisfaction of the terms and conditions of this Agreement as determined by the Agent, be made immediately available on such date to the Company by the Agent at the office of the Agent specified in paragraph 11.1 by crediting the account of the Company on the books of such office with the aggregate of said amounts, in like funds as received by the Agent. Unless the Agent shall have received prior notice from a Bank (by telephone or otherwise, such notice to be promptly confirmed by telex, telecopy or other writing) that such Bank will not make available to the Agent such Bank's pro rata share of the Loans requested by the Company, the Agent may assume that such Bank has made such share available to the Agent on such Borrowing Date in accordance with this paragraph, provided that such Bank received notice of the proposed borrowing from the Agent, and the Agent may, in reliance upon such assumption, make available to the Company on such Borrowing Date a corresponding amount. If and to the extent such Bank shall not have so made such pro rata share available to the Agent on such Borrowing Date, such Bank shall pay to the Agent on demand an amount equal to the product of (i) the average computed for the period referred to in clause (iii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each caseday included in such period, specifying times (Aii) the amount of such Bank's Commitment Percentage of such Loans, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such Borrowing Date to the date on which the amount of such Bank's Commitment Percentage of such Loans shall become immediately available to the Agent, and the denominator of which is 365. If such Bank shall pay to the Agent such amount, such amount so paid shall constitute such Bank's Loan as part of such Loans for purposes of this Agreement, which Loan shall be deemed to have been made by such Bank on the date such amount is so paid, but without prejudice to the Company's rights against such Bank. If and to the extent such Bank shall not have so made such pro rata share available to the Agent within three (3) days following such Borrowing Date, the Company shall pay to the Agent forthwith on demand (but without duplication) an amount equal to such Bank's Commitment Percentage of such Loans, together with interest thereon for each day from the date such amount is made available to the Company until the date such amount is paid to the Agent, at the applicable interest rate for such Loans as set forth in paragraph 2.8. Such payment by the Company, however, shall be without prejudice to its rights against such Bank. (b) With respect to Bid Rate Loans: (i) The Company shall give each Bank a request for a Bid Borrowing which, at the Company's option, shall be by telephone, telex or telecopy, no later than 10:00 a.m. on the requested date for such Bid Borrowing (a "Bid Borrowing Date"). No more than three Bid Borrowings may be requested for any day. Such request (other than a telephonic request) shall be submitted in the form of Exhibit D and each request shall specify (A) the requested date of such Bid Borrowing, which shall be a Business Day, (B) the principal amount of such Bid Borrowing, which shall be equal to $500,000 or any multiple of $500,000, (C) the extent to which such Bid Borrowing is to be applied on the requested Funding Date date of such Bid Borrowing to prepay Loans pursuant to paragraph 2.6, and (D) the maturity date (which shall be a Business Day)Day (1) no earlier than one day and no later than 180 days, after the requested date of such Bid Borrowing and (C2) whether such Borrowing is no later than the applicable Termination Date) of Bid Rate Loans to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, made pursuant to such Bid Borrowing. (Dii) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent Each Bank may, in its sole and absolute discretion, elect submit, by telephone, telex or telecopy, to the Company no later than 11:00 a.m. on the Bid Borrowing Date, not more than two bids for Bid Rate Loans in response to a request for a Bid Borrowing. Each bid (other than a telephonic bid) shall be submitted in the form of Exhibit E, and each bid shall (A) identify the Bank making such bid, (B) identify the Bid Borrowing to which such bid relates, (C) specify the fixed rate of interest per annum (computed on the basis of a 360-day year and for the actual number of days elapsed and expressed in decimals to 1/10,000 of 1%) that such Bank is willing to offer for a Bid Rate Loan to be made as part of such Bid Borrowing, and (D) specify the maximum and minimum principal amount of the Bid Rate Loan such Bank is willing to make at such rate as part of such Bid Borrowing, which amount may exceed such Bank's Tranche A Commitment or Tranche B Commitment, as the case may be, at such time. All bids of a Bank with respect to Bid Borrowings to be made at the same time must be submitted by such Bank at the same time. No such bid may contain qualifying, conditional or similar language or contain proposed terms other than those specified in this paragraph (ii). Each such bid shall be irrevocable and may not be modified except to correct a manifest error therein that has not been relied upon by the Company. (iii) Not later than 12:00 p.m. on the Bid Borrowing Date, the Company shall telephonically notify (which telephonic notice shall be promptly confirmed in writing by facsimile in substantially the form of Exhibit F) each of the Banks that submitted an accepted bid with respect to the applicable Bid Borrowing (which notice shall be irrevocable except, with respect to notices that have not yet been relied upon by any Bank, in the case of manifest error) that such bids were accepted and shall identify such bids and the respective amounts thereof so accepted. Concurrently with the notification to the Banks of any accepted bids, the Company shall notify the Agent in substantially the form of Exhibit F, and shall identify (A) the Bank making such Loan, (B) the date of the Loan, (C) the amount of the Loan and (D) the terms of the Loan. Each bid that the Company has not notified the Banks by such time that it is accepting shall be deemed to have been rejected. The Company may accept or reject any bid in whole or in part; provided, however, that (A) the Company may not accept bids to the extent that, after giving effect thereto, the aggregate unpaid principal amount of all Tranche A Loans or Tranche B Loans of all of the Banks at such time would exceed the aggregate amount of the Tranche A Commitments or Tranche B Commitments, as timely requests the case may be, of all of the Banks at such time, (B) the aggregate principal amount of bids accepted with respect to any Bid Borrowing may not exceed the principal amount specified for such Bid Borrowing in the request therefor, and (C) the aggregate principal amount of any bid by any Bank accepted with respect to a Bid Borrowing may not exceed the maximum, nor be less than the minimum, aggregate principal amount thereof specified in such Bank's response to the request for such Bid Borrowing. (iv) Not later than 1:00 p.m. on the date of each Bid Borrowing, each Bank that has had accepted all or part of any bid made by it with respect to such Bid Borrowing shall wire transfer the amount of the Bid Rate Loan or Loans to be made by such Bank as part of such Bid Borrowing to the Company's account with the Agent, in Dollars immediately available. (v) Bid Borrowings shall be disbursed by the Agent not later than 2:00 p.m. on the date specified therefor in the following order: (A) first, to be applied by the Agent to repay Bid Rate Loans maturing or matured as of the date of such Bid Borrowing, (B) second, to be applied by the Agent to prepay Loans as specified in paragraph 2.03(b)(i)(C) and for which payments a notice of prepayment shall have been duly given in accordance with paragraph 2.6 and (C) third, by credit to an account of the Company at the Agent's Office or in such other manner as may have been specified in the applicable notice and as shall be acceptable to the Agent, in each case in Dollars immediately available to the Company or the appropriate Bank, as the case may be. (vi) Each Bid Borrowing shall be deemed a reduction of the unused Tranche A Commitments and then, to the extent that there are received no unused Tranche A Commitments, a reduction of the unused Tranche B Commitments, of each Bank in an amount equal to such Bank's pro-rata share (determined in accordance with their respective Tranche A Commitments or Tranche B Commitments, as the case may be,) of the aggregate amounts of Bid Rate Loans made pursuant to such Bid Borrowing, whether or not such Bank shall have made any Bid Rate Loan, and notwithstanding the amount of any Bid Rate Loan made by such Bank, as a part of such Bid Borrowing. The unused Tranche A Commitment or Tranche B Commitment, as the case may be, of each Bank shall, upon repayment of a Bid Rate Loan not later than the times specified above applicable Termination Date, be reinstated in the amount of the corresponding reduction effected pursuant to the preceding sentence. (vii) If (A) (1) the Company shall, on a Bid Borrowing Date, fail to accept bids in an aggregate amount sufficient to repay the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice Bid Rate Loans maturing or matured as of such day, or (2) if bids submitted in response to a request for a Bid Borrowing are in an aggregate amount insufficient to pay the Bid Rate Loan or Loans maturing or matured as of the day of such Bid Borrowing and (B) Bid Rate Loans maturing on such day shall not otherwise be repaid on such day, the Company shall, unless it provides written notice to the Agent to the contrary by 11:00 a.m. on such day, be deemed to have duly requested Alternate Base Rate Loans to be made on such date in an amount sufficient to repay the required time. In balance of such circumstancesmaturing and matured Bid Rate Loans. (viii) The parties may, Borrowers agree that any such electronic notice will be confirmed by agreement among the Company, the Agent and each of the Banks, adopt in writing within 24 hours of the giving of such electronic noticealternative procedures (including alternative time schedules) for requesting, but the failure to provide such written confirmation shall not affect the validity of the requestoffering and consummating Bid Rate Loans.

Procedure for Borrowings. (a) Each Revolving Credit Borrowing of Revolving Credit Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Revolving Credit Borrowing duly completed; which notice must be received by the Administrative Agent no later than prior to 12:00 noon (Houston, Texas time) (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect prior to a the requested Borrowing on the Closing Date, in the case of LIBOR Loans; and (ii) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Base Rate Loans. (b) Each Notice of Revolving Loan that is a LIBOR Rate Loan, in each case, specifying Credit Borrowing shall specify (Ai) the amount of such the Revolving Credit Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base and (B) for LIBOR Loans $3,000,000 or any multiple integrals of $1,000,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $3,000,000, then the Company may not request a LIBOR Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day), ; (Ciii) whether the Interest Rate Type of Loans comprising the Revolving Credit Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Revolving Credit Loans. If the Notice of Revolving Credit Borrowing is fails to be a specify the duration of the Interest Period for any Revolving Credit Borrowing of Base Rate Loans or a Borrowing comprised of LIBOR Rate Loans, such Interest Period shall be three months. (Dc) in the case The number of a Borrowing Borrowings outstanding of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which Loans shall be a period contemplated by the definition not exceed five (5) at any one time. (d) The Administrative Agent will promptly notify each Lender of its receipt of any Notice of Revolving Credit Borrowing and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Lender’s Pro Rata Share of that Revolving Loans shall be Tranche A Credit Borrowing. (e) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Revolving Loans; provided that Credit Borrowing available to the Administrative Agent mayfor the account of the Company at the Administrative Agent’s Payment Office by 11:00 a.m. (Houston, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Texas time) on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrowing Date requested by the required timeCompany in funds immediately available to the Administrative Agent. In The proceeds of all such circumstances, Borrowers agree that any such electronic notice Loans will then be confirmed made available to the Company by the Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three threetwo (332) Business Days (or solely with respect to a Borrowing on the Closing ClosingFourth Amendment Effective Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate RateTerm SOFR Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate RateTerm SOFR Loans, (D) in the case of a Borrowing of LIBOR Rate RateTerm SOFR Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.

Procedure for Borrowings. Each (a) To request a Borrowing, the Borrower shall notify the Administrative Agent of such request by irrevocable written notice (via a written Borrowing shall be made Request signed by a written request by an Authorized Person delivered to Agent and received by Agent no later than Responsible Officer of the Borrower) (ia) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is Term Benchmark Borrowing, not later than 11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (or solely with respect to a Borrowing on the Closing Date, one (1b) Business Day) prior to the requested Funding Date in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such Borrowing Request shall be irrevocable and shall be signed by a Revolving Loan that is a LIBOR Rate Loan, Responsible Officer of the Borrower. Each such Borrowing Request shall specify the following information in each case, specifying compliance with Section 2.02: (Ai) the aggregate principal amount of the requested Borrowing; (ii) the date of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), ; (Ciii) whether such Borrowing is to be a an ABR Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, Term Benchmark Borrowing; (Div) in the case of a Borrowing of LIBOR Rate LoansTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” ”; and (v) the location and (E) whether number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such timespecified, such then the requested Borrowing shall be Tranche A Revolving Loans unless an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the outstanding principal amount Borrower shall be deemed to have selected an Interest Period of Tranche B Revolving Loans is less one month’s duration. (b) Not later than 1:00 p.m., New York City time, on the Tranche B Line Cap, in which case up date of any Borrowing each Lender shall make available to the Administrative Agent an amount in immediately available funds equal to the Tranche B Line Cap minus Loan or Loans to be made by such Lender. The Administrative Agent shall credit an account of the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrower designated by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Borrower in writing within 24 hours the Borrowing Request with the aggregate of the giving of such electronic notice, but amounts made available to the failure to provide such written confirmation shall not affect Administrative Agent by the validity of the requestLenders in immediately available funds.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon The Borrower may borrow under the applicable Commitment during the applicable Commitment Period on the any Business Day that is by giving the requested Funding Date in the case Bank irrevocable notice (each a "Notice of Borrowing") of a request for a Swing Revolving Credit Loan or a Revolving Loan that is a Base Rate Loan and hereunder (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Da) in the case of LIBOR Loans three Business Days before a Borrowing proposed borrowing or continuation or conversion and (b) in the case of all other Loans not less than one nor more than five Business Days before a proposed borrowing or continuation or conversion, setting forth (i) the amount of the Loan requested, which shall not be less than $100,000, (ii) the requested borrowing date or Interest Period commencement date, as the case may be, (iii) whether the Loan shall be a LIBOR Loan, Fluctuating Rate LoansLoan or a combination thereof, and (iv) if entirely or partially a LIBOR Loan, the initial length of the Interest Period therefor, which shall be one, two, three or six months, as the Borrower shall elect. As used in this Section 2.3, "conversion" shall mean the conversion of a Loan from one Type to another Type as more fully described in this Agreement. Such notice shall be written (including, without limitation, via facsimile transmission) and shall be sufficient if received by l p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrower to the Bank within two Business Days thereafter. Unless notification is otherwise furnished by the Borrower to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to the Borrower's demand deposit account maintained with the Bank. If the Borrower furnishes such notice but no election is made as to the Type of Loan or the Interest Period to be applicable thereto, which shall the Loan will automatically then be made as a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing Fluctuating Rate Loan until such required information is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal furnished pursuant to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestterms hereof.

Procedure for Borrowings. (a) Each Revolving Credit Borrowing of Revolving Credit Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Revolving Credit Borrowing duly completed; which notice must be received by the Administrative Agent no later than (ix) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and prior to 1:00 p.m. (iiHouston, Texas time) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect prior to a the requested Borrowing on the Closing Date, in the case of LIBOR Loans, and (y) prior to 1:00 p.m. (Houston, Texas time) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Base Rate Loans. (b) Each Notice of Revolving Loan that is a LIBOR Rate Loan, in each case, specifying Credit Borrowing shall specify (Ai) the amount of such the Revolving Credit Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Commitment Amount, except that clause (y) shall not apply in the case of Loans to fund reimbursement obligations under drawings under Letters of Credit, and (B) for LIBOR Loans, $1,000,000 or any multiple integrals of $500,000 in excess thereof; (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Revolving Credit Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Revolving Credit Loans, which shall be one month. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans or a Borrowing of and LIBOR Rate Loans, whether under a Borrowing, conversion or continuation shall not exceed ten (D10) in the case at any one time. (d) The Administrative Agent will promptly notify each Lender of a its receipt of any Notice of Revolving Credit Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Lender’s Pro Rata Share of that Revolving Loans shall be Tranche A Credit Borrowing. (e) [Reserved]. (f) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Revolving Loans; provided that Credit Borrowing available to the Administrative Agent mayfor the account of the Company at the Administrative Agent’s Payment Office by 11:00 a.m. (Houston, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Texas time) on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrowing Date requested by the required timeCompany in funds immediately available to the Administrative Agent. In The proceeds of all such circumstances, Borrowers agree that any such electronic notice Loans will then be confirmed made available to the Company by the Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing (a) At the time of the initial Advance under the Advance Note, the Multiple Advance Term Promissory Note, or the Revolving Line of Credit Promissory Note, as the case may be, the conditions set forth in Section 3.1 of this Agreement shall be made by have been satisfied and, with respect to each Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Note, or the Revolving Line of Credit Promissory Note, the conditions set forth in Section 3.2 hereof shall have been satisfied at the time of each such Subsequent Advance. At the time of each request for a Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Note, or the Revolving Line of Credit Promissory Note, the Borrower shall simultaneously furnish to the Lender a written notice of borrowing (dated as of the date of the request by an Authorized Person delivered to Agent for such Subsequent Advance and received by Agent no later than otherwise being in substantially the form attached hereto as Exhibit G confirming (i) the Note under which the Subsequent Advance has been requested, (ii) the amount of the requested Subsequent Advance, and (iii) the absence of any Event of Default at the date of such request. Each request for a Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Note, or the Revolving Line of Credit Promissory Note must be in the minimum amount of $50,000.00 or the unadvanced portion of the Note under which the Subsequent Advance has been requested, whichever is less. Assuming the satisfaction of the conditions set forth in this Section 2.2, requests for Subsequent Advances under the Advance Note, the Multiple Advance Term Note, or the Revolving Line of Credit Promissory Note will be funded on the same Business Day that Lender receives Borrower’s request for each such Subsequent Advance; provided that Borrower’s request is received by the Lender prior to 12:00 noon on the Business Day that is date of any such request. (b) The Lender shall maintain in accordance with its usual practice one or more accounts or other records evidencing the requested Funding Date in Obligations of the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior Borrower to the requested Funding Date Lender resulting from each loan made by the Lender from time to time under the Notes, including the amounts of principal and interest payable and paid to the Lender from time to time under this Agreement and each respective Note. The entries made in such accounts or records of the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which Lender shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition prima facie evidence of the term “Interest Period” existence and amounts of the Obligations of the Borrower and its Subsidiaries therein recorded; provided, however, that the failure of the Lender to maintain any such accounts or records, or any error therein, shall not in any manner affect the absolute and unconditional obligation of the Borrower to repay (Ewith applicable interest) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal all loans made to the Tranche B Line Cap minus Borrower in accordance with the outstanding principal amount terms of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, this Agreement and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestNotes.

Procedure for Borrowings. Each Borrowing (a) The Loans shall be deemed to have been made to each Borrower upon irrevocable written notice (or by a written request by an Authorized Person telephone promptly confirmed in writing) of Conseco (on behalf of the Borrowers) delivered to the Administrative Agent and in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent no later than prior to 12:00 Noon (New York City time) (i) 12:00 noon on three Business Days prior to the Business Day that is the requested Funding Date Closing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Offshore Rate Loan Loans and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Base Rate LoanLoans, in each case, specifying specifying: (Ai) the amount of such BorrowingClosing Date, (B) the requested Funding Date (which shall be a Business Day)Day and the same Business Day for each Borrower; (ii) the amount of the Loans deemed to have been made to each Borrower, which shall not exceed the aggregate amount set forth on Schedule 2.2 for such Borrower; (Ciii) whether such Borrowing is the Type of Loans being requested; and (iv) with respect to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate the Loans, (D) in the case if comprised of a Borrowing of LIBOR Offshore Rate Loans, the initial duration of the Interest Period applicable to be applicable theretosuch Offshore Rate Loan included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Loans comprised of Offshore Rate Loans, which such Interest Period shall be a period contemplated by the definition three (3) months. (b) The Administrative Agent will promptly notify each Bank of its receipt of the term “Interest Period” Notice of Borrowing and (E) whether of the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Bank's Percentage of the related Loans. (c) Each Bank will make the amount of its Percentage of the Loans shall be Tranche A Revolving Loans; provided that available to the Administrative Agent may, in its sole discretion, elect to accept as timely requests that are received later than for the times specified above account of each Borrower requesting a Loan at the Administrative Agent's Office by 2:00 P.M. (New York City time) on the applicable Business DayClosing Date in funds immediately available to the Administrative Agent. In lieu The proceeds of delivering the above-described written requesteach such Loan will be applied to repay in full each Borrower's Existing Loans, any Authorized Person may give Agent electronic notice of such request notwithstanding receipt by the required time. In Administrative Agent of any other directions to the contrary, and such circumstancesrepayment is intended to, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours and shall, occur simultaneously with the making of the giving of such electronic notice, but the failure to provide such written confirmation shall Loans. (d) There may not affect the validity of the requestbe more than five (5) Interest Periods in effect for all Loans then outstanding.

Procedure for Borrowings. (a) Each Revolving Credit Borrowing of Revolving Credit Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Revolving Credit Borrowing duly completed; which notice must be received by the Administrative Agent no later than (ix) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and prior to 1:00 p.m. (iiHouston, Texas time) 12:00 noon on the Business Day that is three (3) Business Days prior to the requested Borrowing Date, in the case of LIBOR Loans, (or solely with respect y) prior to a Borrowing 9 a.m. (Houston, Texas time) on the Closing requested Borrowing Date, in the case of LIBOR Market Index Rate Loans to be borrowed on the Effective Date, and (z) prior to 1:00 p.m. (Houston, Texas time) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Base Rate Loans; provided, however, the Notice of Revolving Loan that is a Credit Borrowing with respect to the Loans to be borrowed on the Effective Date may be conditioned on the actual consummation of the QR Energy Acquisition, subject to the Company’s obligations under Section 3.04(b) with respect to LIBOR Rate Loan, in each case, specifying Loans. (Ab) Each Notice of Revolving Credit Borrowing shall specify (i) the amount of such the Revolving Credit Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base, except that clause (y) shall not apply in the case of Loans to fund reimbursement obligations under drawings under Letters of Credit, and (B) for LIBOR Loans and LIBOR Market Index Rate Loans, $3,000,000 or any multiple integrals of $1,000,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $3,000,000, then the Company may not request a LIBOR Loan or a LIBOR Market Index Rate Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Revolving Credit Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Revolving Credit Loans. If the Notice of Revolving Credit Borrowing fails to specify the duration of the Interest Period for any Revolving Credit Borrowing comprised of LIBOR Loans, such Interest Period shall be one month. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans, LIBOR Loans and LIBOR Market Index Rate Loans, whether under a Borrowing, conversion or continuation shall not exceed ten (10) at any one time. (d) The Administrative Agent will promptly notify each Lender of its receipt of any Notice of Revolving Credit Borrowing (e) A Notice of Revolving Credit Borrowing shall not request a Revolving Credit Borrowing of LIBOR Rate LoansMarket Index Rate (f) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Revolving Credit Borrowing available to the Administrative Agent for the account of the Company at the Administrative Agent’s Payment Office by 11:00 a.m. (DHouston, Texas time) in on the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated Date requested by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, Company in which case up to an amount equal funds immediately available to the Tranche B Line Cap minus Administrative Agent. The proceeds of all such Loans will then be made available to the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Company by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing (a) The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 1:00 p.m., New York City time, one Business Day prior to the anticipated Closing Date) requesting that the Tranche B Term Lenders make the Tranche B Term Loans on the Closing Date and specifying the amount to be borrowed. The Tranche B Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its reasonable discretion, no Tranche B Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Tranche B Term Lender thereof. Not later than 4:00 p.m., New York City time, on the Closing Date each Tranche B Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Tranche B Term Loan to be made by a written request such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by an Authorized Person delivered the Tranche B Term Lenders in immediately available funds. (b) The Borrower may borrow under the Delayed Draw Term Commitments in up to three drawings during the Delayed Draw Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent and irrevocable notice (which notice must be received by the Administrative Agent no later than prior to 1:00 p.m., New York City time, (ia) 12:00 noon on the three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan Eurodollar Loans, or a Revolving Loan that is a Base Rate Loan and (iib) 12:00 noon on the one Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR Rate Loan, in each caseABR Loans), specifying (Ai) the amount and Type of such BorrowingDelayed Draw Term Loans to be borrowed, (Bii) the requested Funding Borrowing Date and (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Diii) in the case of a Borrowing of LIBOR Rate Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period to therefor. Any Delayed Draw Term Loans made on the Closing Date shall initially be applicable theretoABR Loans and, which shall be a period contemplated unless otherwise agreed by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Administrative Agent may, in its sole discretion, elect no Delayed Draw Term Loan may be made as, converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to accept as timely requests the date that is 60 days after the Closing Date. Each borrowing under the Delayed Draw Term Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Delayed Draw Term Commitments are received later less than $1,000,000, such lesser amount) and (y) in the times specified above case of Eurodollar Loans, $5,000,000 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 Delayed Draw Term Lender thereof. Each Delayed Draw Term Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 4:00 p.m., New York City time, on the applicable Business DayBorrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. In lieu Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of delivering the above-described written request, any Authorized Person may give Agent electronic notice Borrower on the books of such request office with the aggregate of the amounts made available to the Administrative Agent by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Delayed Draw Xxxx Xxxxxxx and in writing within 24 hours of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. (a) Each Borrowing shall be made on ------------------------ notice, delivered by a written request by an Authorized Person delivered the Company to the Agent and received by Agent no not later than 12:00 noon (New York City time) at least (i) 12:00 noon on three Business Days prior to the Business Day that is the requested Funding Date date of such proposed Borrowing, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan Eurodollar Loans, and (ii) 12:00 noon on the one Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date date of such proposed Borrowing, in the case of Reference Rate Loans. Each such notice of borrowing (a Revolving Loan that is a LIBOR Rate Loan"Notice of Borrowing") shall be ------------------- irrevocable and shall be by facsimile or telex, in each casesubstantially the form of Exhibit 2.02, specifying therein: ------------ (Ai) the amount date of such Borrowing, (B) the requested Funding Date (which shall be a Business Day); (ii) the amount of such Borrowing which, in the case of a Borrowing of Eurodollar Loans, shall be in the amount of $20,000,000 or an integral multiple of $10,000,000 in excess thereof and, in the case of a Borrowing of Reference Rate Loans, shall be in the amount of $10,000,000 or an integral multiple of $5,000,000 in excess thereof; (Ciii) whether such Borrowing is to be a Borrowing comprised of Base Rate Eurodollar Loans or a Borrowing of LIBOR Reference Rate Loans, ; and (Div) in the case if such Borrowing is to be comprised of a Borrowing of LIBOR Rate Eurodollar Loans, the duration of the initial Interest Period applicable to be applicable theretosuch Eurodollar Loans. If a Notice of Borrowing shall fail to specify the duration of the initial Interest Period for any Borrowing comprised of Eurodollar Loans, which such Interest Period shall be one month. (b) Upon receipt of a period contemplated by Notice of Borrowing, the definition Agent shall promptly notify each Lender thereof and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Lender's pro rata share of --- ---- such Borrowing determined on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice basis of such request Lender's Commitment Percentage. Each Lender shall make available to the Agent the amount of its ratable share of such Borrowing in the manner and at the time set forth in Section 3.04(a). --------------- (c) Notwithstanding anything to the contrary contained in this Agreement, at no time shall there be more than four different Interest Periods in effect. (d) Unless any applicable condition specified in Article VI has not ---------- been satisfied or waived, the Agent will make the funds received from the Lenders promptly available to the Company by crediting the account of the Company on the books of the Agent, or such other account as shall have been specified by the required time. In such circumstancesCompany, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours with the aggregate of the giving of such electronic notice, but amounts made available to the failure to provide such written confirmation shall not affect Agent by the validity of Lenders and in like funds as received by the requestAgent.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon The Borrower may borrow under the Commitment during the Commitment Period on the any Business Day that is by giving the requested Funding Date in the case Bank irrevocable notice of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and hereunder (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Da) in the case of Eurodollar Loans three Business Days before a Borrowing proposed borrowing or continuation or conversation and (b) i n the case of LIBOR Fluctuating Rate LoansLoans not less than one nor more than five Business Days before a proposed borrowing or continuation or conversation, setting forth (i) the amount of the Loan requested, which shall not be less than $100,000, (ii) the requested borrowing date or Interest Period commencement date, as the case may be, (iii) whether the borrowing or interest Period is to be for a Eurodollar Loan, Fluctuating Rate Loan or a combination thereof, and (iv) if entirely or partially a Eurodollar Loan, the initial length of the Interest Period therefore, which shall be one, two, three or six months. As used in this Section 2.4, "conversion" shall mean the conversion from one interest rate to another interest rate as more fully described in this Agreement. Such notice hall be written (including, without limitation, via facsimile transmission) and shall be sufficient if received by 1 p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrower to the Bank within two Business Days thereafter. Unless notification is otherwise furnished by the Borrower to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to the Borrower's demand deposit account maintained with the Bank. If the Borrower furnishes such notice but no election is made as to the type of Loan or the Interest Period to be applicable thereto, which shall the Loan will automatically then be made as a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing Fluctuating Rate Loan until such required information is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal furnished pursuant to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestterms hereof.

Procedure for Borrowings. Each (a) Borrower may request a Borrowing of Loans in a Minimum Amount therefor by (A) telephone, or (B) delivering a Request for Extension of Credit therefor by Requisite Notice to Administrative Agent not later than the Requisite Time therefor; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Request for Extension of Credit. All Borrowings shall constitute Eurodollar Rate Loans. Requests for Borrowings may be made contingent on the closing of the Target Acquisition (or a portion of the Target Acquisition). (b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by a written request by an Authorized Person delivered Requisite Notice of its Applicable Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Loan available to Administrative Agent and received by Agent no at Administrative Agent’s Office not later than (i) 12:00 noon the Requisite Time therefor on the Business Day that is specified in such Request for Extension of Credit. Upon satisfaction of the requested Funding Date applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received. (c) The failure of any Lender to make any Loan on any date shall not relieve any other Lender of any obligation to make a Loan on such date, but the case Commitments of the Lenders are several and no Lender shall be responsible for the failure of any other Lender to so make its Loan. Borrower shall have the right to replace any Lender which fails to make a request for a Swing Loan when obligated to do so in accordance with Section 10.21. (d) Each Lender may, at its option, make any Loan available to Borrower by causing any foreign or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (domestic branch or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount Affiliate of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether Lender to make such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansLoan; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans exercise of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation option shall not affect the validity obligation of Borrower to repay such Loan in accordance with the terms of this Agreement; provided, further that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the requestexercise of such option.

Procedure for Borrowings. (a) Each Borrowing borrowing of a Loan under the Term Asset-Backed Securities Loan Facility shall be made upon irrevocable notice by a written request Borrower to Lender, which may be given by an Authorized Person delivered telephone or email transmission in accordance with the procedures established by Lender from time to Agent and time. Each such notice must be received by Agent no later than Xxxxxx at a time agreed upon by Xxxxxx and Borrower in accordance with agreed upon procedures at least one Business Day prior to (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loansan FRBNY Loan, the initial Interest Period settlement or funding date of the related MLSA Loan related to such notice or (ii) in the case of an Operating Loan, the date of requested funding of an Operating Loan. (b) Notwithstanding anything to the contrary contained herein, any such telephonic notice under (a) may be given by a Responsible Officer of Borrower or an individual who has been authorized in writing to do so by a Responsible Officer of Borrower. Each such telephonic notice must be confirmed promptly by delivery to Lender of a written notice (which may be sent via email) from a Responsible Officer of Borrower. Each irrevocable notice (whether telephonic or written) under (a) above shall specify (i) the requested Funding Date, (ii) the amount to be applicable theretoborrowed, which shall be a period contemplated by the definition of the term “Interest Period” and (Eiii) whether the Borrowing relevant loan is an FRBNY Loan or an Operating Loan and (iv) such other information as Lender may reasonably request. (c) Upon satisfaction of Tranche A Revolving the applicable conditions set forth in Sections 4.1 and 4.2, Lender shall make the proceeds of the Loans available to Borrower by approximately 9:30 am New York time on the Funding Date either by, as specified in the notice given under this Section 2.2, (i) crediting the Investment Account or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at (ii) such time, other wire transfer or other payment of such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Capproceeds, in which each case up in accordance with instructions provided to (and acceptable to) Lender by Borrower. (d) In the case of an amount equal FRBNY Loan, if settlement of any MLSA Loan to be funded with any portion of the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans proceeds of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect FRBNY Loan fails to accept as timely requests that are received later than the times specified above occur on the applicable Business Day. In lieu funding date for such MLSA Loan, then such portion of delivering the above-described written request, any Authorized Person may give Agent electronic notice proceeds of such request by FRBNY Loan that was disbursed to Borrower and has not been applied to the required time. In settlement of a MLSA Loan shall be returned to Lender on the same day such circumstancesFRBNY Loan has been disbursed if practicable, Borrowers agree that any or, if not practicable, Borrower shall make a prepayment of such electronic notice will be confirmed in writing within 24 hours portion of the giving of FRBNY Loan in accordance with Section 2.7 on the next Business Day (and may apply such electronic notice, but funds from the failure Investment Account as may be necessary to provide such written confirmation shall not affect pay the validity of the requestapplicable principal and accrued interest amount).

Procedure for Borrowings. (a) Each Borrowing (other than of a Swing Line Loan) shall be made by a upon the Applicable Borrower's irrevocable written request by an Authorized Person notice (or telephonic notice promptly confirmed in writing) delivered to Agent and the Administrative Agent, in the form of a Notice of Borrowing, which notice must be received by Agent no later the Administrative Agent, as follows (but in each case, not more than five Business Days prior to the requested Borrowing Date) (i) 12:00 noon on the prior to 11:00 a.m. (Local Time), three Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan all Loans other than ABR Loans or a Revolving Loan that is a Base Rate Loan Loans made at the Overnight Rate; and (ii) 12:00 noon on the prior to 11:00 am. (New York City time), one Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying ABR Loans or Loans made at the Overnight Rate; (Ab) Each such Notice of Borrowing shall set forth the following: (i) the amount of such the Borrowing, which shall be in an aggregate amount not less than the Minimum Loan; (Bii) the requested Funding Date (Borrowing Date, which shall be a Business Day), ; (Ciii) whether such Borrowing is to be a Borrowing the Type of Base Rate Loans or a Borrowing of LIBOR Rate Loans, comprising the Borrowing; (Div) in the case of a Borrowing of LIBOR Rate Loansall Loans other than ABR Loans or Loans made at the Overnight Rate, the initial duration of the Interest Period to therefor; and (v) the Applicable Currency. (c) The Dollar Equivalent amount of any Borrowing of Offshore Currency Revolving Loans will be applicable thereto, which shall be a period contemplated determined by the definition Administrative Agent for such Borrowing on the Computation Date therefor in accordance with subsection 2.5(a). Upon receipt of a Notice of Borrowing, the Administrative Agent will promptly notify each Lender thereof and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than such Lender's Pro Rata Share (if any) of the Tranche B Line CapBorrowing, in which and the Type. In the case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans a Borrowing of such Revolving Loans shall be Tranche B Offshore Currency Revolving Loans, such notice will provide the approximate amount of each Lender's Pro Rata Share of the Borrowing, and the remaining Administrative Agent will, upon the determination of the Dollar Equivalent amount of the Borrowing as specified in the Notice of Borrowing, promptly notify each Lender of the exact amount of such Revolving Lender's Pro Rata Share of the Borrowing. (d) With respect to Dollar Loans shall and Standard Currency Loans, each Lender will make the amount of its Pro Rata Share of each Borrowing available to the Administrative Agent for the account of the Applicable Borrower at the Agent's Payment Office on the Borrowing Date requested by such Applicable Borrower in Same Day Funds and in the requested currency by 11:00 a.m. (Local Time). The proceeds of all such Loans will promptly, but in any event, within one Business Day be Tranche A made available to the Applicable Borrower by the Administrative Agent at the Agent's Payment Office by crediting the account of the Applicable Borrower where requested by the Applicable Borrower 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. (e) With respect to Qualified Offshore Loans, (a) each Qualified Offshore Lender that has a Qualified Offshore Commitment with respect to such Qualified Offshore Borrower will make the amount of its Pro Rata Share of such Borrowing available to the Administrative Agent for the account of the Applicable Borrower at the Agent's Payment Office on the Borrowing Date requested by such Applicable Borrower in Same Day Funds and in the requested currency by 11:00 a.m. (Local Time). The proceeds of all Qualified Offshore Loans, as the case may be, will promptly, but in any event, within one Business Day be made available to the Applicable Borrower by the Administrative Agent at the Agent's Payment Office by crediting the account of the Applicable Borrower where requested by the Applicable Borrower 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. (f) After giving effect to any Borrowing, there may not be more than six different Interest Periods in effect for all Term Loans and eight different Interest Periods in effect for all Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.

Procedure for Borrowings. (a) Each Borrowing of Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Borrowing duly completed; which notice must be received by the Administrative Agent no later than prior to 11:00 a.m. (Chicago, Illinois time) (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR Rate LoanLoans; and (ii) on the requested Borrowing Date, in each case, specifying the case of Base Rate Loans. (Ab) Each Notice of Borrowing shall specify (i) the amount of such the Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $250,000 or any multiple integrals of $250,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base and (B) for LIBOR Loans $250,000 or any multiple integrals of $250,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $250,000, then the Company may not request a LIBOR Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Loans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Loans, such Interest Period shall be three months. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans or a Borrowing of and LIBOR Rate Loans, whether under a Borrowing, conversion or continuation, shall not exceed five (D5) in the case at any one time. (d) The Administrative Agent will promptly notify each Lender of a its receipt of any Notice of Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided Lender’s Pro Rata Share of that Borrowing. (e) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Borrowing available to the Administrative Agent mayfor the account of the Company at the Administrative Agent’s Payment Office by 1:00 p.m. (Chicago, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Illinois time) on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrowing Date requested by the required timeCompany in funds immediately available to the Administrative Agent. In The proceeds of all such circumstances, Borrowers agree that any such electronic notice Loans will then be confirmed made available to the Company by the Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing The Borrower shall be made by a give the Administrative Agent written request by an Authorized Person delivered to Agent and received by Agent no later than notice (ior telephonic notice promptly confirmed in writing) 12:00 noon on the Business Day that is the requested Funding Date of each Borrowing, substantially in the case form of Exhibit 2.3 attached hereto (a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and “Notice(s) of Borrowing”), (iix) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect prior to a Borrowing on the Closing Date, 11:00 a.m. one (1) Business Day) Day prior to the requested Funding date of each Base Rate Borrowing and (y) prior to 11:00 a.m. three (3) U.S. Government Securities Business Days prior to the requested date of each SOFR Borrowing (provided that, with respect to any SOFR Borrowing on the Closing Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the Borrower shall have until 5:00 p.m. one (1) U.S. Government Securities Business Day prior to the Closing Date to deliver the applicable Notice of Borrowing and (B) the Borrower shall deliver to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent for such SOFR Borrowing). Each Notice of Borrowing shall be irrevocable and shall specify (i) the aggregate principal amount of such Borrowing, (Bii) the requested Funding Date date of such Borrowing (which shall be a Business Day), (Ciii) whether the Type of such Loan comprising such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, and (Div) in the case of a Borrowing SOFR Borrowing, the duration of LIBOR Rate Loans, the initial Interest Period applicable thereto (subject to be applicable thereto, which shall be a period contemplated by the provisions of the definition of the term “Interest Period” and (E) whether the ). Each Borrowing is shall consist entirely of Tranche A Revolving Base Rate Loans or Tranche B Revolving SOFR Loans, as the Borrower may request. The aggregate principal amount of each SOFR Borrowing shall not be less than $5,000,000 or a larger multiple of $1,000,000, and the aggregate principal amount of each Base Rate Borrowing shall not be less than $1,000,000 or a larger multiple of $100,000; provided that if Base Rate Loans made pursuant to Section 2.21(d) may be made in lesser amounts as provided therein. At no time shall the total number of SOFR Borrowings outstanding at any Tranche B Facility exists at such timetime exceed six (6). Promptly following the receipt of a Notice of Borrowing in accordance herewith, such Borrowing the Administrative Agent shall be Tranche A Revolving Loans unless advise each Lender of the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, details thereof and the remaining amount of such Revolving Loans shall Xxxxxx’s Loan to be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept made as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours part of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestrequested Borrowing.

Procedure for Borrowings. Each Borrowing (a) At the time of the initial Advance under the Advance Note, the Multiple Advance Term Promissory Notes, or the Revolving Line of Credit Promissory Note, as the case may be, the conditions set forth in Section 3.1 of this Agreement shall be made by have been satisfied and, with respect to each Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Notes, or the Revolving Line of Credit Promissory Note, the conditions set forth in Section 3.2 hereof shall have been satisfied at the time of each such Subsequent Advance. At the time of each request for a Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Notes, or the Revolving Line of Credit Promissory Note, the Borrower shall simultaneously furnish to the Lender a written notice of borrowing (dated as of the date of the request by an Authorized Person delivered to Agent for such Subsequent Advance and received by Agent no later than otherwise being in substantially the form attached hereto as Exhibit J) confirming (i) the Note under which the Subsequent Advance has been requested, (ii) the amount of the requested Subsequent Advance, and (iii) the absence of any Event of Default at the date of such request. Each request for a Subsequent Advance under the Advance Note, the Multiple Advance Term Promissory Notes, or the Revolving Line of Credit Promissory Note must be in the minimum amount of $50,000.00 or the unadvanced portion of the Note under which the Subsequent Advance has been requested, whichever is less. Assuming the satisfaction of the conditions set forth in this Section 2.2, requests for Subsequent Advances under the Advance Note, the Multiple Advance Term Notes, or the Revolving Line of Credit Promissory Note will be funded on the same Business Day that Lender receives Borrower’s request for each such Subsequent Advance; provided that Borrower’s request is received by the Lender prior to 12:00 noon on the Business Day that is date of any such request. (b) The Lender shall maintain in accordance with its usual practice one or more accounts or other records evidencing the requested Funding Date in Obligations of the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior Borrower to the requested Funding Date Lender resulting from each loan made by the Lender from time to time under the Notes, including the amounts of principal and interest payable and paid to the Lender from time to time under this Agreement and each respective Note. The entries made in such accounts or records of the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which Lender shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition prima facie evidence of the term “Interest Period” existence and amounts of the Obligations of the Borrower and its Subsidiaries therein recorded; provided, however, that the failure of the Lender to maintain any such accounts or records, or any error therein, shall not in any manner affect the absolute and unconditional obligation of the Borrower to repay (Ewith applicable interest) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal all loans made to the Tranche B Line Cap minus Borrower in accordance with the outstanding principal amount terms of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, this Agreement and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestNotes.

Procedure for Borrowings. (a) Each Revolving Credit Borrowing of Revolving Credit Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Revolving Credit Borrowing duly completed; which notice must be received by the Administrative Agent no later than (ix) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and prior to 1:00 p.m. (iiHouston, Texas time) 12:00 noon on the Business Day that is three (3) Business Days prior to the requested Borrowing Date, in the case of LIBOR Loans, (or solely y) prior to 9 a.m. (Houston, Texas time) two (2) Business Days prior to the requested Borrowing Date, in the case of LIBOR Loans with respect an Interest Period of one month to a Borrowing be borrowed on the Closing Effective Date, and (z) prior to 1:00 p.m. (Houston, Texas time) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Base Rate Loans. (b) Each Notice of Revolving Loan that is a LIBOR Rate Loan, in each case, specifying Credit Borrowing shall specify (Ai) the amount of such the Revolving Credit Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base, except that clause (y) shall not apply in the case of Loans to fund reimbursement obligations under drawings under Letters of Credit, and (B) for LIBOR Loans $3,000,000 or any multiple integrals of $1,000,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $3,000,000, then the Company may not request a LIBOR Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Revolving Credit Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Revolving Credit Loans. If the Notice of Revolving Credit Borrowing fails to specify the duration of the Interest Period for any Revolving Credit Borrowing comprised of LIBOR Loans, such Interest Period shall be one month. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans or a Borrowing of and LIBOR Rate Loans, whether under a Borrowing, conversion or continuation shall not exceed ten (D10) in the case at any one time. (d) The Administrative Agent will promptly notify each Lender of a its receipt of any Notice of Revolving Credit Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Lender’s Pro Rata Share of that Revolving Loans shall be Tranche A Credit Borrowing. (e) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Revolving Loans; provided that Credit Borrowing available to the Administrative Agent mayfor the account of the Company at the Administrative Agent’s Payment Office by 11:00 a.m. (Houston, in its sole discretion, elect to accept as timely requests that are received later than the times specified above Texas time) on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrowing Date requested by the required timeCompany in funds immediately available to the Administrative Agent. In The proceeds of all such circumstances, Borrowers agree that any such electronic notice Loans will then be confirmed made available to the Company by the Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no Not later than 11:00 a.m., Houston, Texas time, three Business Days prior to the Effective Date, the Borrower shall deliver to the Administrative Agent a borrowing request (a “Borrowing Request”), signed by the Borrower. The Borrowing Request shall specify the following information: (i) 12:00 noon the aggregate amount of the requested Loans to be made on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and Effective Date; (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing DateEffective Date for such Loans, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), ; (Ciii) whether any portion of such Borrowing Loans is to be a Borrowing of an Alternate Base Rate Loans Loan or a Borrowing of LIBOR Rate Loans, Eurodollar Loan; (Div) in the case of a Borrowing of LIBOR Rate LoansEurodollar Loan, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” ”; and (v) the location and (E) whether number of the Borrowing Borrower’s account to which funds are to be disbursed. If no election as to the Type or Interest Period is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such timemade, such Borrowing then the Borrower shall be Tranche A Revolving Loans unless deemed to have selected a Eurodollar Loan with an Interest Period having one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the outstanding principal amount Administrative Agent shall advise each Lender of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to details thereof and of the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Lender’s Loan to be made in connection therewith. The Administrative Agent shall notify each Lender of the amount of the Loans shall to be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received made on the Effective Date no later than the times specified above 1:00 p.m., Houston, Texas time on the applicable Business Daydate of receipt of the Borrowing Request. In lieu Each Lender will make the amount of delivering its pro rata share of each Loan available to the above-described written request, any Authorized Person may give Administrative Agent electronic notice for the account of such request the Borrower in accordance with Section 2.12. The proceeds of the Loans will be made available to the Borrower by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Administrative Agent in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestaccordance with Section 2.12.

Procedure for Borrowings. (a) Each Borrowing shall be made by a written request by an Authorized Person upon the Borrower’s notice delivered to the Administrative Agent, which may be given by (i) telephone, or (ii) a Notice of Borrowing; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent and of a Notice of Borrowing. The Notice of Borrowing must be received by the Administrative Agent no later than prior to (i) 12:00 noon on the Eastern time two Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Eurodollar Rate Loan Loans, and (ii) 12:00 noon Eastern time on the Business Day that is three (3) Business Days (or solely with respect to a requested Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of Base Rate Loans, specifying: (A) whether the Borrower is requesting a Revolving Credit Borrowing, a Five-Year Term Loan that is Borrowing or a LIBOR Rate Loan, in each case, specifying Ten-Year Term Loan Borrowing; (AB) the amount of such Borrowing, which shall be in an aggregate amount of $1,000,000 or a higher multiple of $500,000; (BC) the requested Funding Date (Borrowing Date, which shall be a Business DayDay (provided that all Term Loans Borrowings must be made on the Closing Date), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, ; (D) the Type of Loans comprising such Class of Borrowing; and (E) in the case of a Borrowing of LIBOR Eurodollar Rate Loans, the duration of the initial Interest Period applicable to be applicable thereto, which shall be a period contemplated by the definition such Loans. (b) The Administrative Agent will promptly notify each Appropriate Lender of its receipt of any Notice of Borrowing and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans Lender’s Pro Rata Share of such Borrowing. (c) Each Appropriate Lender will make the amount of its Pro Rata Share of each Borrowing available to the Administrative Agent in immediately available funds for the account of the Borrower at the Administrative Agent’s Payment Office by 2:00 p.m. Eastern time (in the case of Eurodollar Rate Loans) or by 3:00 p.m. Eastern time (in the case of Base Rate Loans) on the Borrowing Date requested by the Borrower to the Administrative Agent. Upon satisfaction of the applicable conditions set forth in Section 5.02 (and, if such Borrowing is the initial Credit Extension, Section 5.01), the Administrative Agent shall be Tranche A Revolving Loans; provided that make all funds so received available to the Borrower in like funds as received by the Administrative Agent mayeither by (i) crediting the account of the Borrower on the books of the Administrative Agent with the amount of such funds or (ii) wire transfer of such funds, in its sole discretioneach case, elect in accordance with instructions provided to accept as timely requests that are received later than (and reasonably acceptable to) the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Administrative Agent electronic notice of such request by the required time. In such circumstancesBorrower. (d) After giving effect to any Borrowing, Borrowers agree that any such electronic notice will unless the Administrative Agent otherwise consents, there may not be confirmed more than (x) ten separate Interest Periods with respect to a Borrowing of a single Class and (y) twenty separate Interest Periods in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestaggregate for all Borrowings.

Procedure for Borrowings. Each Borrowing (a) Except for each Swing Line ------------------------ Advance, which shall be made pursuant to and in accordance with Section 2.09 hereof, the Borrower may borrow pursuant to this Article II by a written request by an Authorized Person delivered to Agent and received by Agent no later than giving the Administrative Agent, (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan Loans, written notice prior to 11:00 A.M., New York City time, on the day and (ii) 12:00 noon on in the Business Day that is case of Eurodollar Loans, not less than three (3) Business Days (or solely with respect to a Borrowing on the Closing DateDays' written notice, one (1) Business Day) prior to the requested Funding Date of its request for such Loans, which, in the case of a either (i) or (ii) above, shall be in the aggregate amount of $1,000,000 (and in increments of $500,000 in excess thereof), such notice to be substantially in the form of Exhibit A-1 attached ----------- hereto in the case of Revolving Loan that is a LIBOR Rate LoanCredit Loans and substantially in the form of Exhibit C attached hereto in the case of Term Loans. Such notice shall specify --------- (i) the date of the proposed borrowing (the "Borrowing Date"), in each case, specifying (Aii) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (Ciii) whether such Borrowing is the Loans are to be a Borrowing of bear interest as Base Rate Loans or a Borrowing of LIBOR Rate Eurodollar Loans, (Div) in if the case of a Borrowing of LIBOR Rate Loans are to bear interest as Eurodollar Loans, the term of the initial Interest Period therefor, and (v) the Applicable Margin initially in effect for such Loans and the Applicable Margin in effect for all other outstanding Loans hereunder (in each case after giving effect to be applicable theretosuch Revolving Credit Borrowings and any other contemporaneous borrowings and repayments of indebtedness for Borrowed Money of the Borrower). (b) Upon receipt of any such notice from the Borrower, which the Administrative Agent shall be a period contemplated forthwith give notice to each Revolving Credit Lender, Term Loan A Lender or Term Loan B Lender, as the case may be, of the substance thereof. Not later than 2:00 P.M., New York City time on the Borrowing Date specified in such notice, each Revolving Credit Lender, Term Loan A Lender or Term Loan B Lender, as the case may be, shall make available to the Administrative Agent in immediately available funds at the Principal Office of the Administrative Agent, such Revolving Credit Lender's, Term Loan A Lender's or Term Loan B Lender's, as the case may be, pro rata share of the requested Loans. (c) Upon receipt by the definition Administrative Agent of all such funds and upon satisfaction of each of the term “Interest Period” and conditions set forth in Section 6.02 hereof, the Administrative Agent shall disburse to the Borrower (Eor to such third parties as the Borrower may direct in writing) whether the Borrowing is of Tranche A Revolving Loans requested in such notice; provided, however, that in the event that all ----------------- funds necessary to make the requested Loans are not received by the Administrative Agent prior to the time requested in the Borrower's notice, the Administrative Agent shall disburse to the Borrower (or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at to such time, such Borrowing shall be Tranche A Revolving third parties as the Borrower may direct in writing) the Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans funds as have been actually received by the Administrative Agent and are available for disbursement and shall be Tranche A Revolving Loans; provided that promptly disburse amounts thereafter received to the Borrower. The Administrative Agent may, in but shall not be required to, advance on behalf of any Revolving Credit Lender, Term Loan A Lender or Term Loan B Lender, as the case may be, such Lender's pro rata share of the Loans requested to be made on a Borrowing Date unless such Revolving Credit Lender, Term Loan A Lender or Term Loan B Lender shall have notified the Administrative Agent prior to the Borrowing Date that it does not intend to make available its sole discretionpro rata share of the Loans on such date. If the Administrative Agent makes such advance, elect the Administrative Agent shall be entitled to accept recover such amount on demand from the Lender on whose behalf such advance was made, and if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower shall pay such amount to the Administrative Agent on demand. Until such amount is repaid to the Administrative Agent by such Revolving Credit Lender, Term Loan A Lender or Term Loan B Lender or the Borrower, as timely requests that are received later than the times specified above case may be, such advance shall be deemed for all purposes to be a Loan made by the Administrative Agent. The Administrative Agent shall be entitled to recover from the Revolving Credit Lender, Term Loan A Lender, Term Loan B Lender, or the Borrower, as the case may be, interest on the amount advanced by it for each day such amount is made available at a rate per annum equal to the applicable Business Day. rate on the Loans made on the Borrowing Date. (d) In lieu of delivering the written notice described above-described written request, any Authorized Person the Borrower may give the Administrative Agent electronic telephonic notice of such any request for borrowing by the time required time. In under this Section 2.02; provided that such circumstances, Borrowers agree that any such electronic telephonic -------- notice will shall be confirmed in writing within 24 hours by delivery (which may include telecopy transmission) of a written notice to the giving Administrative Agent by the close of business on the date of such electronic telephonic notice; provided, but that the Borrower's -------- failure to provide such written confirmation confirm any telephonic notice in writing shall not affect invalidate any notice so given if acted upon by the validity of the requestAdministrative Agent.

Procedure for Borrowings. (a) Each Borrowing of Loans shall be made by a upon the Company’s irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Borrowing duly completed; which notice must be received by the Administrative Agent no later than prior to 10:00 a.m. (San Francisco, California time) (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect prior to a the requested Borrowing on the Closing Date, in the case of LIBOR Loans; and (ii) one (1) Business Day) Day prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR Base Rate Loan, in each case, specifying Loans. (Ab) Each Notice of Borrowing shall specify (i) the amount of such the Borrowing, which shall be in an aggregate minimum amount (A) for Base Rate Loans equal to the lesser of (y) $500,000 or any multiple integrals of $100,000 in excess thereof or (z) the unadvanced portion of the Available Borrowing Base and (B) for LIBOR Loans $3,000,000 or any multiple integrals of $1,000,000 in excess thereof (if the Available Borrowing Base as of such Borrowing Date will be less than $3,000,000, then the Company may not request a LIBOR Loan); (ii) the requested Funding Date (Borrowing Date, which shall be a Business Day); (iii) the Interest Rate Type of Loans comprising the Borrowing; and (iv) for LIBOR Loans the duration of the Interest Period applicable to such Loans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Loans, such Interest Period shall be three months. (Cc) whether such Borrowing is to be a Borrowing The number of tranches outstanding of Base Rate Loans or a Borrowing of and LIBOR Rate Loans, whether under a Borrowing, conversion or continuation, shall not exceed five (D5) in the case at any one time. (d) The Administrative Agent will promptly notify each Lender of a its receipt of any Notice of Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition and of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided Lender’s Pro Rata Share of that Borrowing. (e) Provided the applicable conditions in Article V are met, each Lender will make the amount of its Pro Rata Share of each Borrowing available to the Administrative Agent mayfor the account of the Company at the Administrative Agent’s Payment Office by 9:00 a.m. (San Francisco, in its sole discretion, elect to accept as timely requests that are received later than the times specified above California time) on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrowing Date requested by the required timeCompany in funds immediately available to the Administrative Agent. In The proceeds of all such circumstances, Borrowers agree that any such electronic notice Loans will then be confirmed made available to the Company by the Administrative Agent to the Company’s operating account with the Administrative Agent or by wire transfer in writing within 24 hours accordance with written instructions provided to the Administrative Agent by the Company of like funds as received by the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestAdministrative Agent.

Procedure for Borrowings. Each Borrowing borrowing by the Borrower hereunder shall be made by on a written request by an Authorized Person delivered Working Day, if all or any part of such Loans initially are to be Eurodollar Loans, or a Business Day, if all or any part of such Loans initially are to be ABR Loans, provided that the Borrower shall deliver to the Administrative Agent and a Borrowing Certificate (which certificate, to be effective on the requested Borrowing Date, must be received by the Administrative Agent no later than (i) prior to 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is Noon, New York City time, three (3) Business Working Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Borrowing Date, if all or any part of such Loans initially are to be Eurodollar Loans or (ii) prior to I0:00 A.M., New York City time, on the requested Borrowing Date, if all or any part of such Loans initially are to be ABR Loans, provided that if such certificate is received after the specified time on the relevant Working Day or Business Day, such certificate shall be effective, and the requested Borrowing Date shall be deemed to be, the Working Day or Business Day (as applicable) next succeeding the requested Borrowing Date specified in the case of a Revolving Loan that is a LIBOR Rate Loan, in each casesuch certificate), specifying (A) the amount of such Borrowingto be borrowed, (B) the requested Funding Date (which shall be a Business Day)Borrowing Date, (C) whether such Borrowing is Loans are to be a Borrowing of Base Rate Eurodollar Loans, ABR Loans or a Borrowing of LIBOR Rate Loans, combination thereof and (D) in the case of a Borrowing of LIBOR Rate if such Loans are to be entirely or partly Eurodollar Loans, the respective amounts of such Type of Loan and the respective durations of the initial Interest Period to be applicable thereto, which Periods therefor. Each borrowing of Revolving Credit Loans shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to $1,000,000 or a whole multiple thereof (or such lesser amount as shall equal the Tranche B Line Cap minus the outstanding principal then unborrowed amount of Tranche B the Total Revolving Loans Credit Commitment). Upon receipt of such Revolving Loans each Borrowing Certificate, the Administrative Agent shall be Tranche B Revolving Loanspromptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in subsection I0.2 prior to 12:00 Noon, and New York City time, on the remaining Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. The Administrative Agent then will make the amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent mayborrowing available to the Borrower prior to 2:00P.M., in its sole discretionNew York City time, elect to accept as timely requests that are received later than on such date (i) by crediting the times specified above account of the Borrower on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice books of such request office with the aggregate of the amounts made available to the Administrative Agent by the required time. In such circumstancesLenders and in like funds as received by the Administrative Agent, Borrowers agree that any such electronic notice will be confirmed or (ii) if so requested by the Borrower in writing within 24 hours of the giving related Borrowing Certificate, by initiating the transfer of such electronic notice, but amounts made available to the failure Administrative Agent in like funds to provide the Federal Reserve Bank of New York for the account of a member bank designated by the Borrower in such written confirmation shall not affect the validity of the requestBorrowing Certificate.

Procedure for Borrowings. Each Borrowing borrowing by the Borrower hereunder shall be made by on a written request by an Authorized Person delivered Working Day, if all or any part of such Loans initially are to be Eurodollar Loans, or a Business Day, if all or any part of such Loans initially are to be ABR Loans, provided that the Borrower shall deliver to the Administrative Agent and a Borrowing Certificate (which certificate, to be effective on the requested Borrowing Date, must be received by the Administrative Agent no later than (i) prior to 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is Noon, New York City time, three (3) Business Working Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Borrowing Date, if all or any part of such Loans initially are to be Eurodollar Loans or (ii) prior to 10:00 A.M., New York City time, on the requested Borrowing Date, if all or any part of such Loans initially are to be ABR Loans, provided that if such certificate is received after the specified time on the relevant Working Day or Business Day, such certificate shall be effective, and the requested Borrowing Date shall be deemed to be, the Working Day or Business Day (as applicable) next succeeding the requested Borrowing Date specified in the case of a Revolving Loan that is a LIBOR Rate Loan, in each casesuch certificate), specifying (A) the amount of such Borrowingto be borrowed, (B) the requested Funding Date (which shall be a Business Day)Borrowing Date, (C) whether such Borrowing is Loans are to be a Borrowing of Base Rate Eurodollar Loans, ABR Loans or a Borrowing of LIBOR Rate Loans, combination thereof and (D) in the case of a Borrowing of LIBOR Rate if such Loans are to be entirely or partly Eurodollar Loans, the respective amounts of such Type of Loan and the respective durations of the initial Interest Period to be applicable theretoPeriods therefor. Such Borrowing Certificate shall also identify such Loans as Term Loans, which Swingline Loans or Revolving Credit Loans. Each borrowing of Swingline Loans and Revolving Credit Loans shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to $1,000,000 or a whole multiple thereof (or such lesser amount as shall equal the Tranche B Line Cap minus the outstanding principal then unborrowed amount of Tranche B the Total Revolving Loans Credit Commitment). Upon receipt of such Revolving Loans each Borrowing Certificate, the Administrative Agent shall be Tranche B Revolving Loanspromptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in subsection 10.2 prior to 12:00 Noon, and New York City time, on the remaining Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. The Administrative Agent then will make the amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent mayborrowing available to the Borrower prior to 2:00 P.M., in its sole discretionNew York City time, elect to accept as timely requests that are received later than on such date (i) by crediting the times specified above account of the Borrower on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice books of such request office with the aggregate of the amounts made available to the Administrative Agent by the required time. In such circumstancesLenders and in like funds as received by the Administrative Agent, Borrowers agree that any such electronic notice will be confirmed or (ii) if so requested by the Borrower in writing within 24 hours of the giving related Borrowing Certificate, by initiating the transfer of such electronic notice, but amounts made available to the failure Administrative Agent in like funds to provide the Federal Reserve Bank of New York for the account of a member bank designated by the Borrower in such written confirmation shall not affect the validity of the requestBorrowing Certificate.

Procedure for Borrowings. Each (a) TheTo request a Borrowing, the Borrower shall givenotify the Administrative Agent of such request by irrevocable notice of any Borrowing shall be made either in writing (delivered by hand or facsimile) in a form approved by the Administrative Agent and signed by the Borrower or by telephone or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, not later thanwritten notice (via a written Borrowing Request signed by a written request by an Authorized Person delivered to Agent and received by Agent no later than Responsible Officer of the Borrower) (ia) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is EurodollarTerm Benchmark Borrowing, 10:00 a.mnot later than 11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of the proposed Borrowing or (or solely with respect to a Borrowing b) in the case of an ABR Borrowing, 10:00 a.mnot later than 11:00 a.m., New York City time, on the Closing Datedate of the proposed Borrowing. Each such Borrowing Request shall be irrevocable and, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan telephonic Borrowing Request, shall be confirmed promptly by hand delivery, facsimile or a communication through Electronic System to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower; provided, however, that is a LIBOR Rate Loannotwithstanding anything to the contrary in this Agreement, in each case, specifying any notice of Borrowing 49 (Ai) the aggregate principal amount of the requested Borrowing; (ii) the date of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), ; (Ciii) whether such Borrowing is to be a an ABR Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, Term Benchmark Borrowing; (Div) in the case of a Borrowing of LIBOR Rate LoansTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” ”; and (v) the location and (E) whether number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such timespecified, such then the requested Borrowing shall be Tranche A Revolving Loans unless an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the outstanding principal amount Borrower shall be deemed to have selected an Interest Period of Tranche B Revolving Loans is less one month’s duration. (b) Not later than 1:00 p.m., New York City time, on the Tranche B Line Cap, in which case up date of any Borrowing each Lender shall make available to the Administrative Agent an amount in immediately available funds equal to the Tranche B Line Cap minus Loan or Loans to be made by such Lender. The Administrative Agent shall credit an account of the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request Borrower designated by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed Borrower in writing within 24 hours the Borrowing Request with the aggregate of the giving of such electronic notice, but amounts made available to the failure to provide such written confirmation shall not affect Administrative Agent by the validity of the requestLenders in immediately available funds. SECTION 2.04. SECTION 2.04. [Intentionally Omitted]. SECTION 2.05. SECTION 2.05. [Intentionally Omitted]. SECTION 2.06. SECTION 2.06. [Intentionally Omitted]. SECTION 2.07. SECTION 2.07. [Intentionally Omitted]. SECTION 2.08. SECTION 2.08. [Intentionally Omitted].

Procedure for Borrowings. Each Borrowing (a) At the time of the initial Advance under the Multiple Advance Term Promissory Note or the Revolving Line of Credit Promissory Note, as the case may be, the conditions set forth in Section 3.1 of this Agreement shall be made by have been satisfied and, with respect to each Subsequent Advance under the Multiple Advance Term Promissory Note or the Revolving Line of Credit Promissory Note, the conditions set forth in Section 3.2 hereof shall have been satisfied at the time of each such Subsequent Advance. At the time of each request for a Subsequent Advance under the Multiple Advance Term Promissory Note or the Revolving Line of Credit Promissory Note, the Borrower shall simultaneously furnish to the Lender a written notice of borrowing (dated as of the date of the request by an Authorized Person delivered to Agent for such Subsequent Advance and received by Agent no later than otherwise being in substantially the form attached hereto as Exhibit E) confirming (i) the Note under which the Subsequent Advance has been requested, (ii) the amount of the requested Subsequent Advance, and (iii) the absence of any Event of Default at the date of such request. Each request for a Subsequent Advance under the Multiple Advance Term Promissory Note or the Revolving Line of Credit Promissory Note must be in the minimum amount of $50,000.00 or the unadvanced portion of the Note under which the Subsequent Advance has been requested, whichever is less. Assuming the satisfaction of the conditions set forth in this Section 2.2, requests for Subsequent Advances under the Multiple Advance Term Note or the Revolving Line of Credit Promissory Note will be funded on the same Business Day that Lender receives Borrower's request for each such Subsequent Advance; provided that Borrower's request is received by the Lender prior to 12:00 noon on the Business Day that is date of any such request. (b) The Lender shall maintain in accordance with its usual practice one or more accounts or other records evidencing the requested Funding Date in Obligations of the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior Borrower to the requested Funding Date Lender resulting from each loan made by the Lender from time to time under the Notes, including the amounts of principal and interest payable and paid to the Lender from time to time under this Agreement and each respective Note. The entries made in such accounts or records of the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which Lender shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition prima facie evidence of the term “Interest Period” existence and amounts of the Obligations of the Borrower and its Subsidiaries therein recorded; provided, however, that the failure of the Lender to maintain any such accounts or records, or any error therein, shall not in any manner affect the absolute and unconditional obligation of the Borrower to repay (Ewith applicable interest) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal all loans made to the Tranche B Line Cap minus Borrower in accordance with the outstanding principal amount terms of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, this Agreement and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestNotes.

Procedure for Borrowings. (a) Each Borrowing request for a Revolving Loan ------------------------ shall be made by a upon the applicable Borrower's irrevocable written request by an Authorized Person notice delivered to the Administrative Agent and in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent no later than prior to 11:00 a.m., Chicago time, (i) 12:00 noon on the four Business Day that is Days prior to the requested Funding Date Borrowing Date, in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and Offshore Currency Loans, (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date Borrowing Date, in the case of a Revolving Loan that is a LIBOR Rate LoanOffshore U.S. Dollar Loans, and (iii) on the requested Borrowing Date, in each casethe case of Base Rate Loans, specifying specifying: (A) the principal amount of such the Borrowing, which shall be in an aggregate principal amount not less than the Minimum Tranche; (B) the requested Funding Date (Borrowing Date, which shall be a Business Day), ; (C) whether such Borrowing is to be a Borrowing the Type of Base Rate Loans or a Borrowing of LIBOR Rate Loans, comprising the Borrowing; (D) in the case of a Borrowing of LIBOR Offshore Rate Loans, the initial duration of the Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and therefor; and (E) whether in the case of a Borrowing is of Tranche A Offshore Currency Loans, the Applicable Currency. (b) The Dollar Equivalent amount of any Borrowing of Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such timein an Offshore Currency will be determined by the Administrative Agent on each Computation Date therefor in accordance with subsection 2.5(a). Upon receipt of ----------------- a Notice of Borrowing pursuant to subsection 2.3(a), such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount Administrative Agent ----------------- will promptly notify each Lender thereof and of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Lender's Pro Rata Share of the Borrowing. (c) Each Lender will make its Pro Rata Share of each Borrowing of Revolving Loans shall available to the Administrative Agent for the account of the applicable Borrower at the Administrative Agent's Payment Office on the Borrowing Date requested by such Borrower in Same Day Funds and in the requested currency (i) in the case of a Borrowing comprised of Loans in U.S. Dollars, by 1:00 p.m. (Chicago time) and (ii) in the case of a Borrowing comprised of Offshore Currency Loans, by such time as the Administrative Agent may specify (but in no event later than such time as may be Tranche A necessary for such payment to be credited on such date in accordance with normal banking procedures in effect at the place of payment). The proceeds of all such Loans will promptly be made available to the applicable Borrower by the Administrative Agent at such office by crediting the account of the applicable Borrower on the books of BofA 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. (d) After giving effect to any Borrowing, there may not be more than eight different Interest Periods in effect for all Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the request.

Procedure for Borrowings. To request a Borrowing of Loans, Borrower shall deliver to the Disbursing Agent a written notice, substantially in the form of Exhibit E (a "NOTICE OF BORROWING"). In addition to a Notice of Borrowing, Borrower shall deliver to the Disbursing Agent a written certificate, substantially in the form of Exhibit C (a "BORROWING BASE CERTIFICATE"), which shall conform to the requirements of Section 7.2(a) of this Agreement. Each Notice of Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one specify (1) Business Day) prior to whether the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or (subject to Section 4.9) Eurodollar Loans, and (2) the Business Day on which Borrower requests that such Loans be made. Notices of Borrowing for Base Rate Loans shall be received by the Disbursing Agent before 11:00 A.M. New York time on the Business Day prior to the date of the proposed Borrowing, and Notices of Borrowing for Eurodollar Loans shall be received by the Disbursing Agent not later than 11:00 A.M. New York time on the third Business Day prior to the date of the proposed Borrowing. Each Notice of Borrowing shall, unless otherwise specifically provided herein, consist entirely of Loans of the same Type and, if the requested Borrowing is to consist of Eurodollar Loans, shall be in an aggregate amount for all Lenders of not less than $1,000,000 or an integral multiple of $1,000,000 in excess thereof. Borrower shall specify in each Notice of Borrowing whether the conditions for the requested Borrowing are satisfied. Except as provided in Section 2.5, Borrower may request a Borrowing of LIBOR Rate Loans, Loans no more than eight (D) 8) times in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition first month of the term “Interest Period” hereof and five (E5) whether times per month thereafter (unless the Administrative Agent has instituted Monitoring Disbursement Procedures). Once given, a Notice of Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing irrevocable by and binding on Borrower. Borrower shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal provide to the Tranche B Line Cap minus the outstanding principal amount Disbursing Agent a list, with specimen signatures, of Tranche B Revolving Loans officers authorized to request Loans. Each Agent is entitled to rely upon such list until it is replaced by Borrower. The Disbursing Agent shall give each Lender prompt notice by telephone or facsimile transmission of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount its receipt of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu a Notice of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBorrowing.

Procedure for Borrowings. Each The Company may effect a Borrowing shall of a Revolving Credit Loan on any Business Day occurring on or after the Effective Date by giving the Agent an irrevocable written notice of borrowing (each, a "Borrowing Request" in the form of Exhibit C) (which Borrowing Request must be made by a written request by an Authorized Person delivered to Agent and received by the Agent no later than (ia) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is prior ----------- to 10:00 a.m., Boston time, three (3) Business Days (or solely with respect to a Borrowing on the Closing Datefewer days, one (1) Business Dayif each Bank in its sole discretion agrees) prior to the requested Funding Date in Borrowing Date, if the case of a Revolving Loan Company is requesting that is a LIBOR Rate Loan, in each case, specifying (A) the amount Loans be made as part of such Borrowing, and (Bb) prior to 10:00 a.m., Boston time, one Business Day prior to the requested Borrowing Date, if the Company is requesting that Alternate Base Rate Loans be made as part of such Borrowing), specifying (i) the amount to be borrowed, (ii) the requested Funding Date (which shall be a Business Day)Borrowing Date, (Ciii) whether such Borrowing is to be a Borrowing consist of LIBOR Loans, Alternate Base Rate Loans or a Borrowing of combination thereof, and (iv) if the Loans are to be LIBOR Rate Loans, (D) in the case length of a Borrowing of LIBOR Rate Loans, the initial Interest Period for each thereof. Each Borrowing shall be in an aggregate principal amount equal to or greater than $500,000 or, if less, the undrawn balance of the Revolving Credit Commitments. The principal amount of each Bank's Revolving Credit Loan made on a Borrowing Date shall be in an amount equal to such Bank's Revolving Credit Commitment Percentage of the Revolving Credit Loans made on such Borrowing Date. Subject to the provisions of paragraphs 2.8 and 2.9, Loans may be Alternate Base Rate Loans or LIBOR Loans, or any combination thereof. Upon receipt of each Borrowing Request from the Company, the Agent shall promptly notify each Bank thereof (such notice to be applicable theretopromptly confirmed in writing). Each Bank will make the amount of its Revolving Credit Commitment Percentage of each Borrowing available to the Agent for the account of the Company at the office of the Agent set forth in paragraph 11.1, which shall be a period contemplated not later than 12:00 noon, Boston time on the Borrowing Date requested by the definition Company, in funds immediately available to the Agent at such office. Amounts so made available to the Agent on a Borrowing Date will, subject to the satisfaction of the term “Interest Period” terms and conditions of this Agreement as determined by the Agent, be made immediately available on such date to the Company by the Agent at the office of the Agent specified in paragraph 11.1 by crediting the account of the Company on the books of such office with the aggregate of said amounts, in like funds as received by the Agent. Unless the Agent shall have received prior notice from a Bank (Eby telephone or otherwise, such notice to be promptly confirmed by telex, telecopy or other writing) whether that such Bank will not make available to the Agent such Bank's pro rata share of the Loans requested by the Company, the Agent may assume that such Bank has made such share available to the Agent on such Borrowing is of Tranche A Revolving Loans or Tranche B Revolving LoansDate in accordance with this paragraph; provided that if any Tranche B Facility exists at such timeBank received notice of the proposed borrowing from the Agent, and the Agent may, in reliance upon such assumption, make available to the Company on such Borrowing Date a corresponding amount. If and to the extent such Bank shall not have so made such pro rata share available to the Agent on such Borrowing Date, such Bank shall pay to the Agent on demand (in addition to such Bank's pro rata share of the Loans to be funded on such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to Date) an amount equal to the Tranche B Line Cap minus product of (i) the outstanding principal average computed for the period referred to in clause (iii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times(ii) the amount of Tranche B such Bank's ----- Revolving Loans Credit Commitment Percentage of such Revolving Credit Loans, times(iii) a fraction, the numerator of which is the number of days that elapse from and including such Borrowing Date to the date on which the amount of such Bank's Revolving Credit Commitment Percentage of such Revolving Credit Loans shall be Tranche B Revolving Loansbecome immediately available to the Agent, and the remaining denominator of which is 365. Such Bank shall not be entitled to receive interest on its pro rata share of the Loans for any period prior to the date it actually funds its pro rata share. If and to the extent such Bank shall not have so made such pro rata share available to the Agent within three (3) days following such Borrowing Date (and if and to the extent Agent has funded Bank's pro rata share of the Loans), the Company shall pay to the Agent forthwith on demand (but without duplication) an amount equal to such Bank's Revolving Credit Commitment Percentage of such Revolving Credit Loans, together with interest thereon for each day from the date such amount is made available to the Company until the date such amount is paid to the Agent, at the applicable interest rate for such Revolving Credit Loans as set forth in paragraph 2.8. Such payment by the Company, however, shall be Tranche A Revolving Loans; provided that Agent may, in without prejudice to its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of rights against such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBank.

Procedure for Borrowings. (a) Each Borrowing shall be made upon the irrevocable request of the Company by a written request facsimile to the Documentation Agent (which shall be confirmed promptly by an Authorized Person delivered to Agent and a telephone call) in the form of a Notice of Borrowing which facsimile must be received by the Documentation Agent no later than prior to 11:00 a.m. (New York City time) (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date borrowing date, in the case of a Revolving Loan that is a LIBOR Rate LoanLoans, (ii) two Business Days prior to the requested borrowing date, in each casethe case of CD Rate Loans and (iii) on the requested borrowing date, specifying in the case of Reference Rate Loans, specifying: (A) the amount of such the Borrowing, which shall be in an aggregate minimum principal amount of Ten Million Dollars ($10,000,000) or any multiple of Five Million Dollars ($5,000,000) in excess thereof; (B) the requested Funding Date (borrowing date, which shall be a Business Day), ; (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is to be comprised of Tranche A Revolving LIBOR Loans, CD Rate Loans or Tranche B Revolving Reference Rate Loans; provided and (D) if the Borrowing is to be comprised of LIBOR Loans or CD Rate Loans, the duration of the initial Interest Period applicable to such Loans. If the Notice of Borrowing shall fail to specify the duration of the initial Interest Period for any LIBOR Loans or CD Rate Loans, the Company shall be deemed to have elected an Interest Period of one months or 30 days, respectively; provided, however, that if with respect to any Tranche B Facility exists at such timeBorrowing to be made on the Closing Date, such a Notice of Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal delivered to the Tranche B Line Cap minus Documentation Agent not later than 11:00 a.m. (New York City time) on the outstanding principal amount Closing Date (such Borrowing will consist of Tranche B Revolving Reference Rate Loans only). (b) Upon receipt of such Revolving Loans the Notice of Borrowing, the Documentation Agent shall be Tranche B Revolving Loans, promptly notify each Bank thereof and of the remaining amount of such Revolving Bank's share of the requested Borrowing based on such Bank's Commitment Percentage. (c) Each Bank will make its Commitment Percentage of each Borrowing available to the Documentation Agent for the account of the Company at the Documentation Agent's Payment Office by 2:00 p.m. (New York City time) on the borrowing date requested by the Company by payment in Dollars and in funds immeduately available to the Documentation Agent. Unless any applicable condition specified in Article IV has not been satisfied, the proceeds of all such Loans shall will then be Tranche A Revolving Loans; provided that made available to the Company by the Documentation Agent mayat such office by crediting the account of the Company with the aggregate of the amounts made available to the Documentation Agent by the Banks and in like funds as received by the Documentation Agent. (d) After giving effect to any Borrowing, unless consented to by the Documentation Agent in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation there shall not affect the validity be more than ten (10) different Interest Periods in effect in respect of the requestall Loans then outstanding.

Procedure for Borrowings. Each The Borrower shall give the Administrative Agent written notice (or telephonic notice promptly confirmed in writing which, for the avoidance of doubt, may be delivered by e-mail in accordance with Section 11.1) of each Borrowing shall be made by substantially in the form of Exhibit 2.3 attached hereto (a written request by an Authorized Person delivered “Notice of Borrowing”) (x) prior to Agent 11:00 a.m. on the requested date of each Base Rate Borrowing and received by Agent no later than (iy) prior to 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely prior to the requested date of each Eurodollar Borrowing; provided, that such Notice of Borrowing may be submitted on the Closing Date with respect to a Borrowing any Eurodollar Borrowings made on the Closing Date, one (1) Business Day) prior solely to the requested Funding Date extent such Notice of Borrowing is accompanied by a funding indemnity letter in form and substance reasonably satisfactory to the case Administrative Agent. Each Notice of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying Borrowing shall be irrevocable and shall specify (Ai) the Borrower, (ii) the aggregate principal amount of such Borrowing, (Biii) the requested Funding Date date of such Borrowing (which shall be a Business Day), (Civ) whether the Type of the Loan comprising such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, and (Dv) in the case of a Borrowing Eurodollar Borrowing, the duration of LIBOR Rate Loans, the initial Interest Period applicable thereto (subject to be applicable thereto, which shall be a period contemplated by the provisions of the definition of the term “Interest Period” and (E) whether the ). Each Borrowing is shall consist entirely of Tranche A Revolving Base Rate Loans or Tranche B Revolving Eurodollar Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless as the outstanding Borrower may request. The aggregate principal amount of Tranche B Revolving Loans is each Eurodollar Borrowing shall not be less than $3,000,000 or a larger multiple of $1,000,000, and the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding aggregate principal amount of Tranche B Revolving Loans each Base Rate Borrowing shall not be less than $1,000,000 or a larger multiple of such Revolving Loans $100,000. At no time shall be Tranche B Revolving Loansthe total number of Eurodollar Borrowings outstanding at any time exceed three. Promptly following the receipt of a Notice of Borrowing in accordance herewith, the Administrative Agent shall advise each Lender of the details thereof and the remaining amount of such Revolving Loans shall Lender’s Loan to be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept made as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours part of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestrequested Borrowing.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with With respect to Pro Rata Loans, the Company may effect a Borrowing on any Business Day occurring on or after the Closing DateEffective Date by giving the Agent an irrevocable telephonic (to be promptly confirmed in writing) or written notice of borrowing (each, one a "Borrowing Request" in the form of Exhibit C) (1which Borrowing Request must be received by the Agent (a) prior to 10:00 a.m., Boston time, two Business Day) Days prior to the requested Funding Date in Borrowing Date, if the case of a Revolving Loan Company is requesting that is a LIBOR Eurodollar Rate Loan, in each case, specifying (A) the amount Loans be made as part of such Borrowing, and (Bb) prior to 10:00 a.m., Boston time, one Business Day prior to the requested Borrowing Date, if the Company is requesting that Alternate Base Rate Loans be made as part of such Borrowing), specifying (i) the amount to be borrowed, (ii) the requested Funding Date (which shall be a Business Day)Borrowing Date, (Ciii) whether such Borrowing is to be a Borrowing consist of Eurodollar Rate Loans, Alternate Base Rate Loans or a Borrowing of LIBOR combination thereof, and (iv) if the Loans are to be Eurodollar Rate Loans, the length of the initial Interest Period for each thereof. Each Borrowing shall be in an aggregate principal amount equal to or greater than $500,000 or, if less, the undrawn balance of the Commitments. The principal amount of each Bank's Loan made on a Borrowing Date shall be in an amount equal to such Bank's Commitment Percentage, of the Loans made on such Borrowing Date. Subject to the provisions of paragraphs 2.8 and 2.9, Loans may be Alternate Base Rate Loans or Eurodollar Rate Loans, or any combination thereof. Upon receipt of each Borrowing Request from the Company, the Agent shall promptly notify each Bank thereof (D) such notice to be promptly confirmed in writing). Each Bank will make the amount of its Commitment Percentage of each Borrowing available to the Agent for the account of the Company at the office of the Agent set forth in paragraph 11.1, in the case of a Borrowing of LIBOR Eurodollar Rate Loans, not later than 12:00 noon, Boston time, and in the initial Interest Period case of Alternate Base Rate Loans, not later than 11:00 a.m., Boston time, on the Borrowing Date requested by the Company, in funds immediately available to the Agent at such office. Amounts so made available to the Agent on a Borrowing Date will, subject to the satisfaction of the terms and conditions of this Agreement as determined by the Agent, be made immediately available on such date to the Company by the Agent at the office of the Agent specified in paragraph 11.1 by crediting the account of the Company on the books of such office with the aggregate of said amounts, in like funds as received by the Agent. Unless the Agent shall have received prior notice from a Bank (by telephone or otherwise, such notice to be applicable theretopromptly confirmed by telex, which shall be a period contemplated telecopy or other writing) that such Bank will not make available to the Agent such Bank's pro rata share of the Loans requested by the definition Company, the Agent may assume that such Bank has made such share available to the Agent on such Borrowing Date in accordance with this paragraph, provided that such Bank received notice of the term “Interest Period” proposed borrowing from the Agent, and (E) whether the Agent may, in reliance upon such assumption, make available to the Company on such Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at Date a corresponding amount. If and to the extent such timeBank shall not have so made such pro rata share available to the Agent on such Borrowing Date, such Borrowing Bank shall be Tranche A Revolving Loans unless pay to the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to Agent on demand an amount equal to the Tranche B Line Cap minus product of (i) the outstanding principal average computed for the period referred to in clause (iii) below, of the weighted average interest rate paid by the Agent for federal funds acquired by the Agent during each day included in such period, times (ii) the amount of Tranche B Revolving Loans such Bank's Commitment Percentage of such Revolving Loans, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such Borrowing Date to the date on which the amount of such Bank's Commitment Percentage of such Loans shall be Tranche B Revolving Loansbecome immediately available to the Agent, and the remaining denominator of which is 365. If such Bank shall pay to the Agent such amount, such amount so paid shall constitute such Bank's Loan as part of such Revolving Loans for purposes of this Agreement, which Loan shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect deemed to accept as timely requests that are received later than the times specified above have been made by such Bank on the applicable Business Daydate such amount is so paid, but without prejudice to the Company's rights against such Bank. In lieu of delivering If and to the above-described written requestextent such Bank shall not have so made such pro rata share available to the Agent within three (3) days following such Borrowing Date, any Authorized Person may give the Company shall pay to the Agent electronic notice forthwith on demand (but without duplication) an amount equal to such Bank's Commitment Percentage of such request Loans, together with interest thereon for each day from the date such amount is made available to the Company until the date such amount is paid to the Agent, at the applicable interest rate for such Loans as set forth in paragraph 2.8. Such payment by the required time. In Company, however, shall be without prejudice to its rights against such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestBank.

Procedure for Borrowings. Each Borrowing shall be made by a written request by an Authorized Person delivered to Agent and received by Agent no later than (i) 12:00 noon The Borrower may borrow under the applicable Commitment during the applicable Commitment Period on the any Business Day that is by giving the requested Funding Date in the case Bank irrevocable notice (each a "Notice of Borrowing") of a request for a Swing Facility A Revolving Credit Loan or and/or a Facility B Revolving Credit Loan that is a Base Rate Loan and hereunder (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (Da) in the case of LIBOR Loans three Business Days before a Borrowing proposed borrowing or continuation or conversion and (b) in the case of all other Loans not less than one nor more than five Business Days before a proposed borrowing or continuation or conversion, setting forth (i) the amount of the Loan requested, which shall not be less than $100,000, (ii) the requested borrowing date or Interest Period commencement date, as the case may be, (iii) whether the Loan shall be a LIBOR Loan, Fluctuating Rate LoansLoan or a combination thereof, and (iv) if entirely or partially a LIBOR Loan, the initial length of the Interest Period therefor, which shall be one, two, three or six months, as the Borrower shall elect. As used in this Section 2.3, "conversion" shall mean the conversion of a Loan from one Type to another Type as more fully described in this Agreement. Such notice shall be written (including, without limitation, via facsimile transmission) and shall be sufficient if received by l p.m. on the date on which such notice is to be given. If any such request is sent by facsimile it shall be confirmed in writing sent by the Borrower to the Bank within two Business Days thereafter. Unless notification is otherwise furnished by the Borrower to the Bank (in a manner consistent with the requirements of this Section), Loans will be made by credits to the Borrower's demand deposit account maintained with the Bank. If the Borrower furnishes such notice but no election is made as to the Type of Loan or the Interest Period to be applicable thereto, which shall the Loan will automatically then be made as a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing Fluctuating Rate Loan until such required information is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal furnished pursuant to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Day. In lieu of delivering the above-described written request, any Authorized Person may give Agent electronic notice of such request by the required time. In such circumstances, Borrowers agree that any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic notice, but the failure to provide such written confirmation shall not affect the validity of the requestterms hereof.

Procedure for Borrowings. Each Borrowing Whenever Company desires that Lenders make LIBOR Rate Loans, it shall be made by a written request by an Authorized Person delivered deliver to Agent and received by Agent no later than (i) 12:00 noon on the Business Day that is the requested Funding Date in the case a Notice of a request for a Swing Loan or a Revolving Loan that is a Base LIBOR Rate Loan and (ii) 12:00 noon on the Business Day that is Borrowing at least three (3) Business Days (or solely with respect to a Borrowing on in advance of the Closing proposed Funding Date, one (1) Business Day) prior to the requested Funding Date in the case . The Notice of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying Borrowing shall specify (Ai) the amount of such Borrowing, (B) the requested proposed Funding Date (which shall be a Business Day), (Cii) whether such Borrowing is to be a Borrowing the amount of Base Rate Loans or a Borrowing of LIBOR Rate Loansrequested, and (Diii) in the case of a Borrowing of LIBOR Rate Loans, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) whether the Borrowing is of Tranche A Revolving Loans or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at such time, such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Cap, in which case up to an amount equal to the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect to accept as timely requests that are received later than the times specified above on the applicable Business Dayrequested therefor. In lieu of delivering the above-described written requestNotice of LIBOR Rate Borrowing, any Authorized Person Company may give Agent electronic facsimile or telephonic notice of such request by the required time of any proposed LIBOR Rate Loan. Whenever Company desires that Lenders make Prime Rate Loans, Company shall give Agent facsimile or telephonic notice prior to 1:00 p.m. (Boston time) on the applicable Funding Date. In such circumstancesNeither Agent nor any Lender shall incur any liability to Company in acting upon any facsimile or telephonic notice referred to above that Agent believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of Company or for otherwise acting in good faith under this subsection 2.1C, Borrowers agree that and upon funding of Loans by Lenders in accordance with this Agreement pursuant to any such electronic notice will be confirmed in writing within 24 hours of the giving of such electronic facsimile or telephonic notice, but the Company shall have effected Loans hereunder. Except as otherwise provided in subsections 2.7B, 2.7C and 2.7G, a Notice of LIBOR Rate Borrowing (or facsimile or telephonic notice in lieu thereof) shall be irrevocable, and Company shall be bound to make a borrowing in accordance therewith or be subject to liability for losses to Lenders caused by its failure to provide borrow any such written confirmation shall not affect the validity of the requestLoan.

Procedure for Borrowings. (a) Each Borrowing borrowing of a Loan under the Term Asset-Backed Securities Loan Facility shall be made upon irrevocable notice by a written request Borrower to Lender, which may be given by an Authorized Person delivered telephone or email transmission in accordance with the procedures established by Lender from time to Agent and time. Each such notice must be received by Agent no later than Lender at a time agreed upon by Lender and Borrower in accordance with agreed upon procedures at least one Business Day prior to (i) 12:00 noon on the Business Day that is the requested Funding Date in the case of a request for a Swing Loan or a Revolving Loan that is a Base Rate Loan and (ii) 12:00 noon on the Business Day that is three (3) Business Days (or solely with respect to a Borrowing on the Closing Date, one (1) Business Day) prior to the requested Funding Date in the case of a Revolving Loan that is a LIBOR Rate Loan, in each case, specifying (A) the amount of such Borrowing, (B) the requested Funding Date (which shall be a Business Day), (C) whether such Borrowing is to be a Borrowing of Base Rate Loans or a Borrowing of LIBOR Rate Loans, (D) in the case of a Borrowing of LIBOR Rate Loansan FRBNY Loan, the initial Interest Period settlement or funding date of the related MLSA Loan related to such notice or (ii) in the case of an Operating Loan, the date of requested funding of an Operating Loan. (b) Notwithstanding anything to the contrary contained herein, any such telephonic notice under (a) may be given by a Responsible Officer of Borrower or an individual who has been authorized in writing to do so by a Responsible Officer of Borrower. Each such telephonic notice must be confirmed promptly by delivery to Lender of a written notice (which may be sent via email) from a Responsible Officer of Borrower. Each irrevocable notice (whether telephonic or written) under (a) above shall specify (i) the requested Funding Date, (ii) the amount to be applicable theretoborrowed, which shall be a period contemplated by the definition of the term “Interest Period” and (Eiii) whether the Borrowing relevant loan is an FRBNY Loan or an Operating Loan and (iv) such other information as Lender may reasonably request. (c) Upon satisfaction of Tranche A Revolving the applicable conditions set forth in Sections 4.1 and 4.2, Lender shall make the proceeds of the Loans available to Borrower by approximately 9:30 am New York time on the Funding Date either by, as specified in the notice given under this Section 2.2, (i) crediting the Investment Account or Tranche B Revolving Loans; provided that if any Tranche B Facility exists at (ii) such time, other wire transfer or other payment of such Borrowing shall be Tranche A Revolving Loans unless the outstanding principal amount of Tranche B Revolving Loans is less than the Tranche B Line Capproceeds, in which each case up in accordance with instructions provided to (and acceptable to) Lender by Borrower. (d) In the case of an amount equal FRBNY Loan, if settlement of any MLSA Loan to be funded with any portion of the Tranche B Line Cap minus the outstanding principal amount of Tranche B Revolving Loans proceeds of such Revolving Loans shall be Tranche B Revolving Loans, and the remaining amount of such Revolving Loans shall be Tranche A Revolving Loans; provided that Agent may, in its sole discretion, elect FRBNY Loan fails to accept as timely requests that are received later than the times specified above occur on the applicable Business Day. In lieu funding date for such MLSA Loan, then such portion of delivering the above-described written request, any Authorized Person may give Agent electronic notice proceeds of such request by FRBNY Loan that was disbursed to Borrower and has not been applied to the required time. In settlement of a MLSA Loan shall be returned to Lender on the same day such circumstancesFRBNY Loan has been disbursed if practicable, Borrowers agree that any or, if not practicable, Borrower shall make a prepayment of such electronic notice will be confirmed in writing within 24 hours portion of the giving of FRBNY Loan in accordance with Section 2.7 on the next Business Day (and may apply such electronic notice, but funds from the failure Investment Account as may be necessary to provide such written confirmation shall not affect pay the validity of the requestapplicable principal and accrued interest amount).