Common use of Procedure for Revolving Credit Loans Clause in Contracts

Procedure for Revolving Credit Loans. The Borrower may borrow under the Revolving Credit Commitments from time to time during the Revolving Credit Commitment Period on any Business Day. The Borrower shall give the Administrative Agent a Notice of Borrowing (a) in the case of a Eurodollar Borrowing, not later than 10:30 a.m., Philadelphia time, three (3) Business Days before such proposed Borrowing and (b) in the case of a Base Rate Borrowing, not later than 10:30 a.m., Philadelphia time, on the day of such proposed Borrowing. All Loans borrowed on the Closing Date shall initially be Base Rate Loans, provided that such Loans can be converted thereafter to Eurodollar Loans in accordance with the terms hereof. Such Notice of Borrowing shall be irrevocable and shall in each case specify (a) the date of such Borrowing (which shall be a Business Day) and the amount thereof; and (b) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in a minimum amount equal to (x) with respect to Eurodollar Borrowings, $500,000 or in integral multiples of $500,000 in excess thereof and (y) with respect to Base Rate Borrowings, $500,000 or in integral multiples of $100,000 in excess thereof (or, with respect to Base Rate Borrowings, if the aggregate Unused Revolving Credit Commitments at such time are less than $500,000, such lesser amount, as applicable). Upon receipt of a Notice of Borrowing from the Borrower, the Administrative Agent shall promptly notify each Revolving Credit Lender of such request. Each Revolving Credit Lender will make the amount of its prorata share of such Borrowing (based on its Revolving Credit Commitment Percentage at that time) available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 2:00 p.m., Philadelphia 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 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. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender prior to the date of any borrowing of Revolving Credit Loans that such Revolving Credit Lender will not make available to the Administrative Agent such Revolving Credit Lender’s prorata portion of such Borrowing, the Administrative Agent may assume that such Revolving Credit Lender has made such portion available to the Administrative Agent on the date of such borrowing in accordance with this subsection and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Revolving Credit Lender shall not have made such portion available to the Administrative Agent, such Revolving Credit Lender and the Borrower (without prejudice to the Borrower’s rights against such Revolving Credit Lender) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at (i) in the case of the Borrower, the interest rate applicable at the time to the Revolving Credit Loans comprising such Borrowing and (ii) in the case of such Revolving Credit Lender, the Federal Funds Effective Rate, provided, that, if such Lender shall not pay such amount within three (3) Business Days of such Borrowing Date, the interest rate on such overdue amount shall, at the expiration of such three-Business Day period, be the rate per annum applicable to the Revolving Credit Loans comprising such Borrowing. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender’s Revolving Credit Loan as part of such Borrowing for purposes of this Agreement.

Procedure for Revolving Credit Loans. (a) The Borrower U.S. Dollar ------------------------------------ Borrowers may borrow under the Revolving Credit Commitments from time to time during the Revolving Credit Commitment Period on any Business Day. The Borrower U.S. Dollar Borrowers shall give the Administrative Agent a Notice of Borrowing irrevocable notice (a) in which notice must be received by the case of a Eurodollar Borrowing, not later than 10:30 a.m.Administrative Agent prior to 10:00 A.M., Philadelphia time, three (3) Business Days before such proposed prior to the requested Borrowing and (b) in Date, if all or any part of the case of a Base Rate Borrowingrequested Revolving Credit Loans are to be initially Eurodollar Loans, not later than 10:30 a.m.or prior to 12:00 noon, Philadelphia time, on one Business Day prior to the day requested Borrowing Date if all of such proposed Borrowing. All the requested Revolving Credit Loans borrowed on the Closing Date shall are to be initially be Base Rate Loans), provided that such Loans can be converted thereafter to Eurodollar Loans specifying in accordance with the terms hereof. Such Notice of Borrowing shall be irrevocable and shall in each case specify (ai) the date amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurodollar Loans, the amount of such Borrowing (which shall be a Business DayLoan(s) and the amount thereof; and (blength of the initial Interest Period(s) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationtherefor. Each borrowing under the Revolving Credit Commitments of Eurodollar Loans shall be in a minimum an amount equal to (x) with respect to Eurodollar Borrowings, $500,000 5,000,000 or in integral multiples increments of $500,000 in excess thereof and (y) with respect to Base Rate Borrowings, $500,000 or in integral multiples of $100,000 in excess thereof 1,000,000 thereafter (or, with respect to Base Rate Borrowings, if the aggregate Unused Available Revolving Credit Commitments at such time are less than $5,000,000, such lesser amount). Each borrowing under the Revolving Credit Commitments of Base Rate Loans shall be in an amount equal to $500,000 or increments of $100,000 thereafter (or, if the aggregate Available Revolving Credit Commitments at such time are less than $500,000, such lesser amount, as applicable). Upon receipt of a Notice of Borrowing from the BorrowerU.S. Dollar Borrowers, the Administrative Agent shall promptly notify each Revolving Credit Lender of such requestU.S. Dollar Bank thereof. Each Revolving Credit Lender U.S. Dollar Bank will make the amount of its prorata pro rata share of such Borrowing each --- ---- borrowing (based on its Revolving Credit Commitment Percentage at that time) available to the Administrative Agent for the account of the Borrower U.S. Dollar Borrowers at the office of the Administrative Agent specified in Section 9.2 subsection 12.2 prior to 2:00 p.m.10:00 A.M., Philadelphia time, on the Borrowing Date requested by the Borrower U.S. Dollar Borrowers in funds immediately available to the Administrative Agent. Such Borrowing borrowing will then be made available to the Borrower U.S. Dollar Borrowers by the Administrative Agent crediting the account of the Borrower VWR on the books of the Administrative Agent 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. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender U.S. Dollar Bank prior to the date of any borrowing of Revolving Credit Loans that such Revolving Credit Lender Bank will not make available to the Administrative Agent such Revolving Credit Lender’s prorata Bank's pro --- rata portion of such Borrowingborrowing, the Administrative Agent may assume that such Revolving Credit Lender ---- Bank has made such portion available to the Administrative Agent on the date of such borrowing in accordance with this subsection and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower U.S. Dollar Borrowers on such date a corresponding amount. If and to the extent that such Revolving Credit Lender Bank shall not have made such portion available to the Administrative Agent, such Revolving Credit Lender Bank and the Borrower U.S. Dollar Borrowers (without prejudice to the Borrower’s U.S. Dollar Borrowers' rights against such Revolving Credit LenderBank) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower U.S. Dollar Borrowers until the date such amount is repaid to the Administrative Agent at (i) in the case of the BorrowerU.S. Dollar Borrowers, the interest rate applicable at the time to the Revolving Credit Loans comprising such Borrowing borrowing and (ii) in the case of such Revolving Credit LenderBank, the Federal Funds Effective Rate, provided, -------- that, if such Lender Bank shall not pay such amount within three (3) Business Days of such ---- Borrowing Date, the interest rate on such overdue amount shall, at the expiration of such three-Business Day period, be the rate per annum applicable to the Revolving Credit Loans comprising such BorrowingBase Rate Loans. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender’s Bank's Revolving Credit Loan as part of such Borrowing borrowing for purposes of this Agreement.

Procedure for Revolving Credit Loans. The Borrower (a) Except as otherwise provided herein, the Borrowers may borrow under the Revolving Credit Commitments from time to time during prior to the Termination Date request the Banks to make Revolving Credit Commitment Period on any Business Day. The Borrower shall give Loans by delivering to the Administrative Agent a Notice of Borrowing (a) in the case of a Eurodollar BorrowingAgent, not later than 10:30 10:00 a.m., Philadelphia time, (i) three (3) Business Days before such prior to the proposed Borrowing Date with respect to the making of Revolving Credit Loans in Dollars to which the Eurodollar Rate applies and four (4) Business Days prior to the proposed Borrowing Date with respect to the making of Revolving Credit Loans in an Optional Currency and (bii) the Business Day of the proposed Borrowing Date with respect to the making of a Revolving Credit Loan to which the Base Rate applies, of a duly completed request therefor substantially in the case form of Exhibit C or a Base Rate request by telephone immediately confirmed in writing by letter, facsimile or telex in such form (each, a "Notice of Borrowing"), not later than 10:30 a.m., Philadelphia time, it being understood that the Agent may rely on the day authority of any individual making such a telephonic request without the necessity of receipt of such proposed Borrowingwritten confirmation. All Loans borrowed on the Closing Date shall initially be Base Rate Loans, provided that such Loans can be converted thereafter to Eurodollar Loans in accordance with the terms hereof. Such Each Notice of Borrowing shall be irrevocable and shall in each case specify (ai) the date proposed Borrowing Date; (ii) the aggregate amount of the proposed Revolving Credit Loans (expressed in the currency in which such Loans shall be funded and also as a Dollar Equivalent if such Loans shall be funded in an Optional Currency) comprising each Borrowing (Tranche, the Dollar Equivalent amount of which shall be a Business Day) and the amount thereof; and (b) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Credit Commitments shall be in a minimum amount equal to (x) with respect to Eurodollar Borrowings, $500,000 or in integral multiples of $500,000 in excess thereof and (y) with respect to Base Rate Borrowings, $500,000 or in integral multiples of $100,000 in excess thereof (or, with respect to Base Rate Borrowings, if the aggregate Unused Revolving Credit Commitments at such time are and not less than $500,000, such 500,000 for each Borrowing Tranche to which the Eurodollar Rate applies and not less than the lesser amount, as applicable). Upon receipt of a Notice of $100,000 or the maximum amount available for Borrowing from Tranches to which the Borrower, Base Rate applies; (iii) whether the Administrative Agent Eurodollar Rate or Base Rate shall promptly notify each Revolving Credit Lender of such request. Each Revolving Credit Lender will make the amount of its prorata share of such Borrowing (based on its Revolving Credit Commitment Percentage at that time) available apply to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 9.2 prior to 2:00 p.m., Philadelphia 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 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. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender prior to the date of any borrowing of proposed Revolving Credit Loans that comprising the applicable Borrowing Tranche; (iv) the currency in which such Revolving Credit Lender will not make available to Loans shall be funded if the Administrative Agent such Revolving Credit Lender’s prorata portion of such BorrowingBorrowers are electing the Eurodollar Rate, the Administrative Agent may assume that such Revolving Credit Lender has made such portion available to the Administrative Agent on the date of such borrowing in accordance with this subsection and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Revolving Credit Lender shall not have made such portion available to the Administrative Agent, such Revolving Credit Lender and the Borrower (without prejudice to the Borrower’s rights against such Revolving Credit Lender) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at (iv) in the case of a Borrowing Tranche to which the BorrowerEurodollar Rate applies, an appropriate Interest Period for the interest rate applicable at the time to the proposed Revolving Credit Loans comprising such Borrowing and (ii) in the case of such Revolving Credit Lender, the Federal Funds Effective Rate, provided, that, if such Lender shall not pay such amount within three (3) Business Days of such Borrowing Date, the interest rate on such overdue amount shall, at the expiration of such three-Business Day period, be the rate per annum applicable to the Revolving Credit Loans comprising such Borrowing. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender’s Revolving Credit Loan as part of such Borrowing for purposes of this AgreementTranche.

Procedure for Revolving Credit Loans. The Borrower (a) SAC may borrow under the Revolving Credit Commitments from time to time during the Revolving Credit Commitment Period on any Business Day. The Borrower SAC shall give the Administrative Agent a irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New Jersey time, three Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Credit Loans are to be initially Eurodollar Loans, or prior to 12:00 noon, New Jersey time, one Business Day prior to the requested Borrowing Date if all of the requested Revolving Credit Loans are to be initially Base Rate Loans), specifying in the Notice of Borrowing (ai) in the case amount to be borrowed, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of Eurodollar Loans, Base Rate Loans or a Eurodollar Borrowing, not later than 10:30 a.m., Philadelphia time, three (3) Business Days before such proposed Borrowing combination thereof and (biv) in if the case borrowing is to be entirely or partly of a Base Rate BorrowingEurodollar Loans, not later than 10:30 a.m., Philadelphia time, on the day amount of such proposed Borrowing. All Loans borrowed on the Closing Date shall initially be Base Rate Loans, provided that such Loans can be converted thereafter to Eurodollar Loans in accordance with the terms hereof. Such Notice of Borrowing shall be irrevocable and shall in each case specify (a) the date of such Borrowing (which shall be a Business DayLoan(s) and the amount thereof; and (blength of the initial Interest Period(s) if such Borrowing is to be a Eurodollar Borrowing, the Interest Period with respect thereto. If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, then the Borrower shall be deemed to have selected an Interest Period of one month’s durationtherefor. Each borrowing under the Revolving Credit Commitments of Eurodollar Loans shall be in a minimum an amount equal to (x) with respect to Eurodollar Borrowings, $500,000 1,000,000 or in integral multiples of $500,000 in excess thereof and (y) with respect to Base Rate Borrowings, $500,000 or in integral multiples increments of $100,000 in excess thereof thereafter (or, with respect to Base Rate Borrowings, if the aggregate Unused Available Revolving Credit Commitments at such time are less than $1,000,000, such lesser amount). Each borrowing under the Revolving Credit Commitments of Base Rate Loans shall be in an amount equal to $500,000 or increments of $100,000 thereafter (or, if the aggregate Available Revolving Credit Commitments at such time are less than $500,000, such lesser amount, as applicable). Upon receipt of a Notice of Borrowing from the BorrowerSAC, the Administrative Agent shall promptly notify each Revolving Credit Lender of such requestU.S. Dollar Bank thereof. Each Revolving Credit Lender U.S. Dollar Bank will make the amount of its prorata pro rata share of such Borrowing each borrowing (based on its Revolving Credit Commitment Percentage at that time) available to the Administrative Agent for the account of the Borrower SAC at the office of the Administrative Agent specified in Section 9.2 subsection 12.2 prior to 2:00 p.m.10:00 A.M., Philadelphia New Jersey time, on the Borrowing Date requested by the Borrower SAC in funds immediately available to the Administrative Agent. Such Borrowing borrowing will then be made available to the Borrower SAC by the Administrative Agent crediting the account of the Borrower SAC on the books of the Administrative Agent 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. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender U.S. Dollar Bank prior to the date of any borrowing of Revolving Credit Loans that such Revolving Credit Lender Bank will not make available to the Administrative Agent such Revolving Credit Lender’s prorata Bank's pro rata portion of such Borrowingborrowing, the Administrative Agent may assume that such Revolving Credit Lender Bank has made such portion available to the Administrative Agent on the date of such borrowing in accordance with this subsection and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower SAC on such date a corresponding amount. If and to the extent that such Revolving Credit Lender Bank shall not have made such portion available to the Administrative Agent, such Revolving Credit Lender Bank and the Borrower SAC (without prejudice to the Borrower’s SAC's rights against such Revolving Credit LenderBank) severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower SAC until the date such amount is repaid to the Administrative Agent at (i) in the case of the BorrowerSAC, the interest rate applicable at the time to the Revolving Credit Loans comprising such Borrowing borrowing and (ii) in the case of such Revolving Credit LenderBank, the Federal Funds Effective Rate, provided, that, if such Lender Bank shall not pay such amount within three (3) Business Days of such Borrowing Date, the interest rate on such overdue amount shall, at the expiration of such three-Business Day period, be the rate per annum applicable to the Revolving Credit Loans comprising such BorrowingBase Rate Loans. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount shall constitute such Lender’s Bank's Revolving Credit Loan as part of such Borrowing borrowing for purposes of this Agreement.