Common use of Procedure for Loan Borrowing Clause in Contracts

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time, three (a3) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansEurocurrency Loans denominated in the Base Currency, (b) the Administrative Agent (London Office) prior to 10:00 A.M., London time, four (4) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans denominated in the Optional Currency, or (bc) one Business Day the Administrative Agent prior to 10:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) whether such Loans are to be denominated in the Base Currency or in the Optional Currency, (iii) the requested Borrowing Date and (iiiiv) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and ), (y) in the case of Eurodollar LoansEurocurrency Loans denominated in the Base Currency, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) in the case of Eurocurrency Loans denominated in the Optional Currency, EUR 5,000,000 or a whole multiple of EUR 1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon2:00 P.M., New York City timetime (the “Borrowing Time”), on the Borrowing Date requested by the Borrower Borrower, in each case in funds immediately available in Euros or Dollars, as the case may be, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M., New York City time on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business DayDay (but not more than once on any single Business Day with respect to Weekly Reset LIBO Rate Loans, unless otherwise approved by the Administrative Agent in its sole discretion), provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon, New York City time, 10:00 A.M. three (a3) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Eurocurrency Loans, or (b) one Business Day the Administrative Agent prior to 9:00 A.M. on the requested Borrowing Date, in the case of ABR LoansWeekly Reset LIBO Rate Loans comprising a Borrowing in an aggregate amount equal to or greater than $200,000,000, or (c) 10:30 A.M. on the requested Borrowing Date, in the case of Weekly Reset LIBO Rate Loans comprising a Borrowing in an aggregate amount less than $200,000,000), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Commitments shall be in an amount equal to (xy) in the case of ABR Weekly Reset LIBO Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) ), and (yz) in the case of Eurodollar Eurocurrency Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time1:00 P.M. (the “Borrowing Time”), on the Borrowing Date requested by the Borrower Borrower, in funds each case in immediately available Dollar funds, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M. on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR LoansLoans unless the Borrower has provided the notice for Eurodollar Loans set forth in clause (a) above and has entered into a pre-funding indemnity agreement with respect to such borrowing of Eurodollar Loans on the Closing Date in form and substance reasonably satisfactory to the Administrative Agent. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting wiring the account of money in accordance with instructions from the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time, three (a3) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansEurocurrency Loans denominated in the Base Currency, (b) the Administrative Agent (London Office) prior to 10:00 A.M., London time, four (4) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans denominated in the Optional Currency, or (bc) one Business Day the Administrative Agent prior to 10:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) whether such Loans are to be denominated in the Base Currency or in the Optional Currency, (iii) the requested Borrowing Date and (iiiiv) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and ), (y) in the case of Eurodollar LoansEurocurrency Loans denominated in the Base Currency, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) in the case of Eurocurrency Loans denominated in the Optional Currency, EUR 5,000,000 or a whole multiple of EUR 1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Borrower, in each case in funds immediately available in Euros or Dollars, as the case may be, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M., New York City time on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided PROVIDED that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 Lender thereof. Each Lender will make the amount of its pro rata PRO RATA share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available at 12:00 Noon, New York City time, on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The (a) A Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of Base Rate Loans to finance payments required to be made pursuant to Section 3.5 may be given not later than 10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 500,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000500,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR LoansLoans unless the Borrower has provided the notice for Eurodollar Loans set forth in clause (a) above and has entered into a pre-funding indemnity agreement with respect to such borrowing of Eurodollar Loans on the Effective Date in form and substance reasonably satisfactory to the Administrative Agent. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting wiring the account of money in accordance with instructions from the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit G (which notice must be received by the Administrative Agent prior to 12:00 Noon(a) 11:00 A.M., New York City time, (a) three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar Term SOFR Loans, or (b) one Business Day prior to 10:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Term SOFR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 250,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000250,000, such lesser amount) and (y) in the case of Eurodollar Term SOFR Loans, $10,000,000 250,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof (or, if the then aggregate Available Revolving Commitments are less than $250,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon1:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day; provided, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon1:00 P.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LIBOR Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Base Rate Loans), substantially in the form of Exhibit J, specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar LIBOR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Effective Date shall initially be ABR LoansBase Rate Loans unless the Borrower has provided the notice for LIBOR Loans set forth in clause (a) above and has entered into a pre-funding indemnity agreement with respect to such borrowing of LIBOR Loans on the Effective Date in form and substance reasonably satisfactory to the Administrative Agent. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar LIBOR Loans, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower, borrowings under the Commitments that are Base Rate Loans in other amounts pursuant to Section 2.22. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting wiring the account of money in accordance with instructions from the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit G (which notice must be received by the Administrative Agent prior to 12:00 Noon(a) 11:00 A.M., New York City time, (a) three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar SOFR Loans, or (b) one Business Day prior to 10:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar SOFR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 250,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000250,000, such lesser amount) and (y) in the case of Eurodollar SOFR Loans, $10,000,000 250,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof (or, if the then aggregate Available Revolving Commitments are less than $250,000, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon1:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent an irrevocable notice of borrowing in the form of Exhibit L hereto (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of Base Rate Loans to finance payments required to be made pursuant to Section 2.3 may be given not later than 10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR LoansBase Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Loan may be made as, converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is three days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000500,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 100,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereof. Each Revolving 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 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and in like funds as received by the Administrative Agent. Not more than $15,000,000 of Loans shall be made on the Closing Date.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments under any Facility during the applicable Commitment Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar RFR Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) (i) the amount amount, Facility and Type of Loans to be borrowed, borrowed and (ii) (ii) the requested Borrowing Date and (iii) in Date. If no election as to the case of Eurodollar Loans, the respective amounts of each such Type of a Loan and is specified in any such notice, then the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date requested borrowing shall initially be an ABR LoansLoan. Each borrowing under the Commitments a Facility shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof 50,000,000 (or, if if(i) the then aggregate Available Commitments in respect of such Facility are less than thanor (ii) $1,000,00050,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereof. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofholding Commitments under the applicable Facility of such notice. Each Lender holding Commitments under the applicable Facility will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.

Procedure for Loan Borrowing. The Company may request the US Tranche Revolving Lenders to make US Tranche Revolving Loans to the Company and each Borrower may borrow under request the Commitments during the Commitment Period Multicurrency Tranche Revolving Lenders to make Multicurrency Tranche Revolving Loans to such Borrower, in each case on any Business Day, provided that Day during the Borrower shall give Revolving Commitment Period for such Class of Revolving Loans by delivering a Notice of Borrowing with respect to such Revolving Loans. The Company may request the Administrative Agent irrevocable notice (which notice must be received Term Lenders of any Class to make Term Loans of such Class to the Company by the Administrative Agent prior delivering a Notice of Borrowing with respect to 12:00 Noonsuch Term Loans not later than 11:00 a.m., New York City time, (a) three Business Days prior to before the proposed date of borrowing, if the requested Borrowing Date, in the case of Eurodollar Term Loans shall be Eurocurrency Loans, or (b) one Business Day prior to on the proposed date of borrowing, if the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Term Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Commitments of Loans shall be in an amount equal to (xa) in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available undrawn amount of the Commitments are is less than $1,000,000, such lesser amount) and (yb) in the case of Eurodollar Eurocurrency Loans, (i) if in Dollars, $10,000,000 2,000,000 or a whole multiple increments of $1,000,000 500,000 thereafter and (ii) if in excess thereofany Available Foreign Currency, an amount in such Available Foreign Currency of which the Dollar Equivalent Amount is at least $2,000,000. Upon receipt of any such notice Notice of Borrowing from the a Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Subject to the terms and conditions hereof, each Lender will make the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the applicable Borrower requesting such Loan at the Funding Office Office, and at or prior to 12:00 Noonthe Funding Time, New York City time, on for the Borrowing Date requested by the Borrower Currency of such Loan in funds immediately available to the Administrative Agent; provided, that each Lender has the option of making any portion of each such borrowing available to the Administrative Agent through a branch or affiliate of such Lender. Such borrowing will then be made available to the applicable Borrower by requesting such Loan at the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and Funding Office, in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansTerm Benchmark Loans (provided that any such notice of borrowing of Term Benchmark Loans on the Closing Date, which notice may be subject to one or more conditions precedent including completion or occurrence of a transaction or event, such as an acquisition or refinancing, which conditions precedent (if any) shall be stated in the notice, may be given not later than 12:00 Noon, New York City time two U.S. Government Securities Business Days prior to the proposed borrowing), or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Facility to finance payments required by Section 3.5 may be given not later than 10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Term Benchmark Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on ; provided that, if such notice is submitted through an Approved Borrower Portal, the Closing Date shall initially signature requirement may be ABR Loanswaived at the sole discretion of the Administrative Agent. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Term Benchmark Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the ---------------------------- Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowedborrowed and whether such Loans are Tranche A Loans or Tranche B Loans, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 500,000 or a whole multiple thereof (or, if the then aggregate relevant Available Commitments are less than $1,000,000100,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The A Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Parent Borrower (on its own behalf or on behalf of any Subsidiary Borrower) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noonnoon, New York City timeLocal Time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, Eurocurrency Loans or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility to finance payments required by Section 3.5 may be given not later than 11:00 A.M., Local Time, on the date of the proposed borrowing), specifying (i) the amount amount, currency and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Eurocurrency Loans, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof (or in the case of Multicurrency Loans, the approximate Dollar Equivalent thereof); provided, that the Swingline Lender may request, on behalf of the Parent Borrower, borrowings under the Commitments that are ABR Loans in other amounts pursuant to Section 2.4. Upon receipt of any such notice from the Parent Borrower, the Administrative Agent shall promptly 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 relevant Borrower at the Funding Office prior to 12:00 Noon, New York City timeLocal Time, on the Borrowing Date requested by the Parent Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the relevant Borrower by the Administrative Agent crediting the account of the such Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon10:00 A.M., New York City time, three (a3) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansTerm Benchmark Loans denominated in the Base Currency, (b) the Administrative Agent (London Office) prior to 10:00 A.M., London time, four (4) Business Days prior to the requested Borrowing Date, in the case of Term Benchmark Loans denominated in the Optional Currency, or (bc) one Business Day the Administrative Agent prior to 10:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) whether such Loans are to be denominated in the Base Currency or in the Optional Currency, (iii) the requested Borrowing Date and (iiiiv) in the case of Eurodollar Term Benchmark Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and ), (y) in the case of Eurodollar LoansTerm Benchmark Loans denominated in the Base Currency, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) in the case of Term Benchmark Loans denominated in the Optional Currency, EUR 5,000,000 or a whole multiple of EUR 1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon2:00 P.M., New York City timetime (the “Borrowing Time”), on the Borrowing Date requested by the Borrower Borrower, in each case in funds immediately available in Euros or Dollars, as the case may be, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M., New York City time on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Eurocurrency Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period Period(s) therefor. Any Loans made on If no election as to the Closing Date Type of a Loan is specified in any such notice, then the requested borrowing shall initially be an ABR LoansLoan. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof 50,000,000 (or, if the then aggregate Available Commitments are less than $1,000,00050,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereof. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofof such notice. 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 Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time, three (a3) three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansDaily Simple SOFR Loans denominated in the Base Currency, (b) the Administrative Agent (London Office) prior to 11:00 A.M., London time, four (4) Business Days prior to the requested Borrowing Date, in the case of Euribor Rate Loans denominated in the Optional Currency, or (bc) one Business Day the Administrative Agent prior to 11:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) whether such Loans are to be denominated in the Base Currency or in the Optional Currency, (iii) the requested Borrowing Date and (iiiiv) in the case of Eurodollar Daily Simple SOFR Loans and Euribor Rate Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and ), (y) in the case of Eurodollar LoansDaily Simple SOFR Loans denominated in the Base Currency, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) in the case of Euribor Rate Loans denominated in the Optional Currency, EUR 5,000,000 or a whole multiple of EUR 1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon2:00 P.M., New York City timetime (the “Borrowing Time”), on the Borrowing Date requested by the Borrower Borrower, in each case in funds immediately available in Euros or Dollars, as the case may be, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M., New York City time on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by (a) the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time, three (a3) three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar LoansDaily Simple SOFR Loans denominated in the Base Currency, (b) the Administrative Agent (London Office) prior to 11:00 A.M., London time, four (4) Business Days prior to the requested Borrowing Date, in the case of Euribor Rate Loans denominated in the Optional Currency, or (bc) one Business Day the Administrative Agent prior to 11:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) whether such Loans are to be denominated in the Base Currency or in the Optional Currency, (iii) the requested Borrowing Date and (iiiiv) in the case of Eurodollar Daily Simple SOFR Loans and Euribor Rate Loans, the respective amounts of each such Type of Loan and the respective lengths length of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and ), (y) in the case of Eurodollar LoansDaily Simple SOFR Loans denominated in the Base Currency, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) in the case of Euribor Rate Loans denominated in the Optional Currency, EUR 5,000,000 or a whole multiple of EUR 1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon1:00 P.M., New York City timetime (the “Borrowing Time”), on the Borrowing Date requested by the Borrower Borrower, in each case in funds immediately available in Euros or Dollars, as the case may be, to the Administrative Agent. Such borrowing will then be made available at 2:00 P.M., New York City time on the Borrowing Date to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. Should any such borrowing notice from the Borrower indicate an account on the books of another bank or financial institution, the Administrative Agent shall transfer the amounts described in such borrowing notice to such account within a reasonable period of time.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments under any Facility during the applicable Commitment Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Eurocurrency Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) the amount amount, Facility and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period Period(s) therefor. Any Loans made on If no election as to the Closing Date Type of a Loan is specified in any such notice, then the requested borrowing shall initially be an ABR LoansLoan. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Commitments a Facility shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof 50,000,000 (or, if the then aggregate Available Commitments in respect of such Facility are less than $1,000,00050,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereof. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofholding Commitments under the applicable Facility of such notice. Each Lender holding Commitments under the applicable Facility will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 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 Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.Administrative

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Availability Period on any Business Day, provided PROVIDED that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Loans) (PROVIDED that any such notice of a borrowing of ABR Loans to finance payments required by Section 3.04 may be given not later than 11:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 Lender Bank thereof. Each Lender Bank 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 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders Banks and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments under any Facility during the applicable Commitment Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar RFR Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) the amount amount, Facility and Type of Loans to be borrowed, (ii) borrowed and the requested Borrowing Date and (iii) in Date. If no election as to the case of Eurodollar Loans, the respective amounts of each such Type of a Loan and is specified in any such notice, then the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date requested borrowing shall initially be an ABR LoansLoan. Each borrowing under the Commitments a Facility shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof 50,000,000 (or, if the then aggregate Available Commitments in respect of such Facility are less than $1,000,00050,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereof. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofholding Commitments under the applicable Facility of such notice. Each Lender holding Commitments under the applicable Facility will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.

Procedure for Loan Borrowing. The Borrower (a) Subject to Section 3.1(c)(ii), the Company may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day; provided that, provided that with respect to any borrowing of Loans (except as contemplated by Section 3.1(c)(ii)), the Borrower Company shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice shall be irrevocable and must be received by the Administrative Agent prior to 12:00 Noon11:00 a.m., New York City time, (ai) three 3 U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurodollar SOFR Loans, or (bii) one 1 Business Day prior to the requested Borrowing Date, in the case of ABR Loans), specifying (iA) the amount and Type of Loans to be borrowed, (iiB) the requested Borrowing Date and (iiiC) in the case of Eurodollar SOFR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period Periods therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 200,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments for all Revolving Lenders are less than $1,000,000200,000, such lesser amount) and or (y) in the case of Eurodollar SOFR Loans, $10,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereofthereof (or, if the then aggregate Available Revolving Commitments for all Revolving Lenders are less than $500,000, such lesser amount), other than, in the case of clauses (x) and (y), a borrowing in the amount of a Revolving L/C Unreimbursed Drawing as contemplated by Section 3.1(c). Upon receipt of any such notice Borrowing Notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofRevolving Lender. Each Revolving Lender will make the amount of its pro rata share Revolving Percentage, as applicable, of each borrowing available to the Administrative Agent for the account of the Borrower Company at the Funding Office (or by wire transfer to the Administrative Agent Account, unless otherwise directed in writing by the Administrative Agent) prior to 12:00 Noonnoon, New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower on the books of such office with by promptly transferring the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and in like funds as received by the Administrative AgentAgent to an account specified by the Company.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (provided such notice may be conditioned upon the consummation of the Acquisition) (which notice must be received by the Administrative Agent (i) prior to 11:00 A.M., New York City time, three Business Days prior to the Closing Date, in the case of Term Benchmark Loans, or (ii) prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Closing Date, in the case of ABR Loans)) requesting that the Appropriate Lenders make the Loans on the Closing Date, specifying (i) the amount principal amount, Type and Type Tranche of Loans to be borrowed, (ii) the requested date of the Borrowing Date and (iii) in the case of Eurodollar Term Benchmark Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any therefor (and if the Borrower fails to specify a Type of Loan in such notice, then the applicable Loans shall be made on the Closing Date shall initially be as ABR Loans. Each borrowing under the 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 Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 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 Appropriate Lender of the applicable Tranche 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 Funding Office prior to 12:00 NoonNot later than 1:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately Closing Date, each Appropriate Lender shall make available to the Administrative Agent. Such borrowing will then Agent at the Funding Office an amount in immediately available funds equal to the Loans to be made available to the Borrower by the such Appropriate Lender. The Administrative Agent crediting 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 the Appropriate Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments during the Commitment Availability Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Eurocurrency Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period Period(s) therefor. Any Loans made on If no election as to the Closing Date Type of a Loan is specified in any such notice, then the requested borrowing shall initially be an ABR LoansLoan. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Company shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof 500,000,000 (or, if the then aggregate Available Commitments are less than $1,000,000500,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereofthereof (for the avoidance of doubt, the Company shall not be entitled to request more than three (3) borrowings hereunder). Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofof such notice. 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 Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.

Procedure for Loan Borrowing. The Borrower may borrow under the Commitments during the Tranche A Commitment Period or Tranche B Commitment Period, whichever is applicable, on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Base Rate Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefortherefore (each, a “Notice of Borrowing”). Any Loans made on the Closing Date shall initially be ABR Base Rate Loans. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Tranche A Lender and/or Tranche B Lender (as applicable) thereof. Each Tranche A Lender and/or Tranche B Lender, as applicable, 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 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of each such Loan shall be made available to the Borrower disbursed by the Administrative Agent crediting the account of in accordance with instructions provided by the Borrower on in each Notice of Borrowing, which, if so specified in the books applicable Notice of such office Borrowing, may be used to repay (1) with respect to Tranche A Loans, the aggregate Borrower’s Reimbursement Obligations in respect of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.a drawing

Procedure for Loan Borrowing. The (a) A Borrower may borrow under the Commitments during the Commitment Period on any Business Day, provided that the such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of Base Rate Loans to finance payments required to be made pursuant to Section 2.5 may be given not later than 10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR LoansBase Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Loan may be made as, converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 5 days after the Closing Date. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the a Borrower, the Administrative Agent shall promptly 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 such Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the such Borrower by the Administrative Agent crediting the account of the such Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower may borrow under ----------------------------------------- the Commitments during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to the requested Borrowing Date, in the case of ABR Base Rate Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefortherefore (each, a "Notice of Borrowing"). Any Loans made on the Closing Date shall initially be ABR Base Rate Loans. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Base Rate Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then The proceeds of each such Loan shall be made available to the Borrower disbursed by the Administrative Agent crediting the account of in accordance with instructions provided by the Borrower on in each Notice of Borrowing, which, if so specified in the books applicable Notice of such office with Borrowing, may be used to repay the aggregate Borrower's Reimbursement Obligations in respect of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agenta drawing under a Letter of Credit.

Procedure for Loan Borrowing. The Borrower may borrow ---------------------------- under the Commitments during the Commitment Period on any Business Day, provided -------- that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans, or (b) one Business Day prior to on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date shall initially be ABR Loans. Each borrowing under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 500,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000100,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each --- ---- borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Procedure for Loan Borrowing. The Borrower Company may borrow under the Commitments during the Commitment Period on any Business Day, provided that the Borrower Company shall give the Administrative Agent irrevocable written notice (which or telephonic notice must be received by the Administrative Agent promptly confirmed in writing) prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurodollar RFR Loans, or (b) one Business Day prior to 12:00 Noon, New York City time, on the requested Borrowing Datedate of the proposed borrowing, in the case of ABR Loans), specifying (i) the amount and Type of Loans to be borrowed, borrowed and (ii) the requested Borrowing Date and (iii) in Date. If no election as to the case of Eurodollar Loans, the respective amounts of each such Type of a Loan and is specified in any such notice, then the respective lengths of the initial Interest Period therefor. Any Loans made on the Closing Date requested borrowing shall initially be an ABR LoansLoan. Each borrowing under the Commitments shall be in an amount equal to (xi) in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than or (ii) $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $10,000,000 50,000,000 or a whole multiple of $1,000,000 10,000,000 in excess thereof. Upon receipt of any such notice from the BorrowerCompany, the Administrative Agent shall promptly notify each Lender thereofof such notice. 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 Company at the Funding Office prior to 12:00 Noon2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Company in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower Company by the Administrative Agent crediting the account of the Borrower Company on the books of such office or such other account as the Company may specify to the Administrative Agent 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.