Common use of Procedure for Revolving Loan Borrowing Clause in Contracts

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the a Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. Each Revolving Lender at its option may make any Revolving Loan that is requested in an Optional Currency by causing the applicable foreign branch of such Revolving Lender or the applicable Affiliate of such Revolving Lender to make such Revolving Loan; provided that any exercise of such option shall not affect the obligation of the Borrower or Subsidiary Borrower to repay such Revolving Loan in accordance with the terms of this Agreement.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period Loans on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto (“Notice of Borrowing”), which notice must shall be received signed by the Administrative Agent prior to Borrower and shall specify therein the requested (ai) 12:00 Noondate of such Borrowing, (ii) Type of Revolving Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) Interest Period for the Revolving Loans comprising such Borrowing (in the case of any Borrowing of Eurodollar Rate Loans): (i) not later than 1:00 P.M. (New York City time, three ) on the third Business Days Day prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, Borrowing in the case of ABR a Borrowing of Eurodollar Rate Loans; (ii) (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 12:00 Noon, 1:00 P.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency a Borrowing of Early Funding ABR Loans, ; and (iii) not later than 1:00 P.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of a Borrowing of any other ABR Loans. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 3:00 P.M. (New York City time) on the requested Borrowing Date, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank’s applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an “Early Funding ABR Loan”), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 4:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank’s applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank’s applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank’s applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Revolving Loan as part of such Borrowing for purposes of this Agreement. If such Bank’s applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by the Revolving Lenders and in like funds as received by such Bank within one (1) Business Day of such date of Borrowing, the Administrative AgentAgent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the Alternate Base Rate (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of Eurodollar Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Availability Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent its irrevocable notice (which notice, in the case of any Revolving Loans to be borrowed on the Acquisition Effective Date must be received in writing by the Administrative Agent prior to 12:00 Noon, New York City time, one Business Day prior to the Acquisition Effective Date), which may be given by (a) telephone or (b) a Committed Loan Notice; provided, that such notice may be contingent on the occurrence of a refinancing or the consummation of a sale, transfer, lease or other disposition of assets and may be revoked if the refinancing or sale, transfer, lease or other disposition of assets does not occur; provided further that any telephone notice must be confirmed promptly on the same date prior to 2:00 p.m. New York City time such telephonic notice is given by delivery to the Administrative Agent of a Committed Loan Notice. Such notice must be received by the Administrative Agent for any Revolving Loans requested to be made after the Acquisition Effective Date, prior to (a) 12:00 Noon, New York City time, (i) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency LoansLoans (four (4) Business Days prior to the requested Borrowing Date, in the case of a Eurocurrency Revolving Loan denominated in a Foreign Currency), or (bii) prior to 12:00 Noon, New York City Time, time on the date of the proposed borrowingrequested 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 to be made pursuant to Section 3.5 3.3 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying ) and must specify (iA) the amount and Type of Revolving Loans to be borrowed, (iiB) the requested Borrowing Date and (iiiC) in the case of Eurocurrency Revolving Loans, the respective amounts of each such Type of Loan, the Agreed Currency with respect thereto of each such Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Loan Commitments shall be in an amount a Dollar Amount equal to (xA) in the case of ABR Loans, $1,000,000 10,000,000 or a whole multiple in increments of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,00010,000,000, such lesser amount) and (yB) in the case of Eurocurrency Loans, $5,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, provided that the Swingline Lender may request, on behalf borrowings of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.73.9 shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 The Administrative Agent shall make the proceeds of such Revolving Loan available to the Borrower or the relevant Subsidiary Borrower on such Borrowing Date by wire transfer of immediately available funds to a bank account designated in writing by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto (“Notice of Borrowing”) which notice must shall be received signed by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to Borrower and shall specify therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing Dateand (iv) the Interest Period for each such Loan, in the case of Eurocurrency Loans, or any LIBOR Rate Loan: (bi) 12:00 Noon, not later than 11:00 A.M. (New York City Time, time) on the third Business Day prior to the date of the proposed borrowing, Borrowing in the case of ABR Loansa LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank’s applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an “Early Funding ABR Loan”), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank’s applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank’s applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank’s applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Loan as part of such Borrowing for purposes of this Agreement. If such Bank’s applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by the Revolving Lenders and in like funds as received by such Bank within one (1) Business Day of such date of Borrowing, the Administrative AgentAgent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount amount, Class and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Revolving Loan and the respective lengths of the initial Interest Period therefor. If no election as Any Revolving Loans made on the Closing Date shall initially be ABR Loans unless the Borrower has provided to the Type of Administrative Agent and the Lenders a Revolving Loan is specified funding indemnity in any such notice, then form and substance reasonably satisfactory to the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationAdministrative Agent. Each borrowing under the of Revolving Commitments Loans shall be in an amount equal to (x) in the case of ABR 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 $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Lender of the applicable Class thereof. Each Revolving Lender of the applicable Class will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 1:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period Loans on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto (“Notice of Borrowing”), which notice must shall be received signed by the Administrative Agent prior to Borrower and shall specify therein the requested (ai) 12:00 Noondate of such Borrowing, (ii) Type of Revolving Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) Interest Period for the Revolving Loans comprising such Borrowing (in the case of any Borrowing of SOFR Loans): (i) not later than 1:00 P.M. (New York City time, three ) on the third U.S. Government Securities Business Days Day prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, Borrowing in the case of ABR a Borrowing of SOFR Loans; (ii) (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 12:00 Noon, 1:00 P.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency a Borrowing of Early Funding ABR Loans, ; and (iii) not later than 1:00 P.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of a Borrowing of any other ABR Loans. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 3:00 P.M. (New York City time) on the requested Borrowing Date, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank’s applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an “Early Funding ABR Loan”), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 4:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank’s applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank’s applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank’s applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Revolving Loan as part of such Borrowing for purposes of this Agreement. If such Bank’s applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by the Revolving Lenders and in like funds as received by such Bank within one (1) Business Day of such date of Borrowing, the Administrative AgentAgent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the Alternate Base Rate (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of SOFR Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three 3 Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on 1 Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, and (iv) instructions for remittance of the proceeds of the applicable Loans to be borrowed. If Unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s duration1 month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available Same Day Funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period Loans on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto (“Notice of Borrowing”), which notice must shall be received signed by the Administrative Agent prior to Borrower and shall specify therein the requested (ai) 12:00 Noondate of such Borrowing, (ii) Type of Revolving Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing and (iv) Interest Period for the Revolving Loans comprising such Borrowing (in the case of any Borrowing of Eurodollar Rate Loans): (i) not later than 11:00 A.M. (New York City time, three ) on the third Business Days Day prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, Borrowing in the case of ABR a Borrowing of Eurodollar Rate Loans; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency a Borrowing of Early Funding ABR Loans, ; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of a Borrowing of any other ABR Loans. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the requested Borrowing Date, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank’s applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an “Early Funding ABR Loan”), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank’s applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank’s applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank’s applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Revolving Loan as part of such Borrowing for purposes of this Agreement. If such Bank’s applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by the Revolving Lenders and in like funds as received by such Bank within one (1) Business Day of such date of Borrowing, the Administrative AgentAgent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the Alternate Base Rate (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of Eurodollar Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments Loans during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give deliver to the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 NoonAgent, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 no later than 12:00 Noon4:00 P.M., New York City time, on the date requested Borrowing Date, (i) irrevocable notice in substantially the form of the proposed borrowingExhibit F hereto (a “Borrowing Request”), specifying (iA) the amount and Type of Revolving Loans to be borrowed, (iiB) whether such Loans are to be Borrowing Base A Loans or Borrowing Base B Loans or a combination thereof and (C) the requested Borrowing Date and (iiiii) (A) in the case of Eurocurrency Borrowing Base A Loans, a notice in substantially the respective amounts form of each Exhibit G (a “Pledged Eligible Assets Notice”) detailing the Pledged Eligible Assets that will secure the requested Loans and (B) in the case of Borrowing Base B Loans, a notice substantially in the form of Exhibit H (a “Borrowing Base B Limit Notice”) detailing the Borrowing Base B Limit, after giving effect to the borrowing of the Borrowing Base B Loans requested thereby and application of the proceeds thereof as Eligible NSCC Margin Deposits (which shall not be less than the aggregate principal amount of the Borrowing Base B Loans to be outstanding after giving effect to the Borrowing Base B Loans requested in the related Borrowing Request). The Borrowing Request and Pledged Eligible Assets notice, if applicable, shall be delivered by facsimile transmission (with any such Type transmission deemed delivered upon receipt by Borrower of Loana facsimile transmission confirmation) to the Loan & Agency and IB Loan Operations Departments of the Administrative Agent at the addresses set forth in Section 10.2. The Borrower shall give notification, by telephone, to the Administrative Agent that the Borrowing Request and Pledged Eligible Assets Notice, if applicable, have been delivered to the Administrative Agent. Upon its receipt of a Pledged Eligible Assets Notice, the Currency with respect thereto and Administrative Agent shall calculate the respective lengths Loan Value of the initial Interest Period therefor. If no election as Eligible Assets identified therein, including those referred to the Type of a Revolving Loan is specified in any such noticeclause (ii), then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then and promptly notify the Borrower or if the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period requirements of one month’s duration. Section 2.1(a)(ii) are not satisfied. (b) Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (or, if the then aggregate Available Commitments are less than $5,000,000, such lesser amount); provided, that the each Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.72.4. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office promptly, but in any event prior to 2:00 5:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent. Such borrowing (or, in the case of a borrowing of Borrowing Base A Loans, the portion thereof which is covered by the Loan Value of the Eligible Assets identified in the applicable Pledged Eligible Assets Notice as calculated by the Administrative Agent pursuant to Section 2.2(a)) will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with by its transferring the aggregate of the amounts amount made available to the Administrative Agent by the Revolving Lenders (or the relevant portion thereof) and in like funds as received by the Administrative AgentAgent to a settlement bank for the Borrower or to DTC or NSCC or otherwise as directed by the Borrower, in either case on behalf of the Borrower and as directed by it. Notwithstanding anything to the contrary contained in this Agreement, the Administrative Agent shall transfer the proceeds of any Borrowing Base A Loans as set forth above prior to the related pledge of Eligible Assets being confirmed, so long as such Eligible Assets have been identified by the Borrower in a Pledged Eligible Assets Notice as being due to be delivered to it or otherwise become available through DTC on the same day as such Pledged Eligible Assets Notice, in each case in accordance with the terms of the Security Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City time (or in the case of an Alternative Currency, 11:00 a.m., London time, ) (x) not less than three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (by) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any ). Each such notice of a telephonic borrowing of ABR Loans under request shall be irrevocable and shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 Noonamount, New York City timeFacility, on the date of the proposed borrowing), specifying (i) the amount currency and Type of Revolving Loans Borrowing to be borrowed, (ii) borrowed and the requested Borrowing Date and (iii) Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, all Revolving Loans made in the case of Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.03(a).

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower QVC (or, with respect to a Tranche 2 Revolving Borrowing, QVC or the relevant Subsidiary Borrower zulily, as applicable) shall give notify the Administrative Agent irrevocable notice of such request by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City time (or in the case of an Alternative Currency, 11:00 a.m., London time, ) (x) not less than three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Loans or (by) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any ). Each such notice of a telephonic borrowing of ABR Loans under request shall be irrevocable and shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 NoonBorrower, New York City timeamount, on the date of the proposed borrowing)Facility, specifying (i) the amount currency and Type of Revolving Loans Borrowing to be borrowed, (ii) the requested Borrowing Date and (iii) the account of the applicable Borrower to be credited. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, all Revolving Loans made in the case of Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the applicable Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.03(a).

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant and such Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Revolving Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Revolving 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Revolving Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Revolving Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any the relevant Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any the relevant Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City time, on the Revolving Borrowing Date requested by the Borrower or the relevant Subsidiary Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant such Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. (b) The Borrower and any Subsidiary Borrower may borrow Multicurrency Loans during the Revolving Commitment Period on any Business Day, provided that the Borrower and such Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., London time, three Business Days prior to the requested Revolving Borrowing Date), specifying (i) the requested Revolving Borrowing Date, (ii) the respective amounts of each Multicurrency Loan in each Foreign Currency and (iii) the respective lengths of the initial Interest Period therefor. Each Multicurrency Loan shall be in an amount equal to (x) in the case of Multicurrency Loans denominated in Euros, €1,000,000 or a whole multiple of €100,000 in excess thereof, (y) in the case of Multicurrency Loans denominated in Yen, ¥100,000,000 or a whole multiple of ¥10,000,000 in excess thereof and (z) in the case of any other Foreign Currency, such amount as shall have been agreed by the Borrower and approved by the Administrative Agent and the Revolving Lenders. Upon receipt of any such notice from the Borrower or the relevant Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 12:00 Noon, London time, in each case, on the Revolving Borrowing Date requested by the Borrower or such Subsidiary Borrower in funds immediately available in the relevant Foreign Currency to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or such Subsidiary 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 or by wire transfer of such amounts to an account designated in writing by the Borrower or such Subsidiary Borrower to the Administrative Agent in connection with the relevant borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City timetime (or in the case of an Alternative Currency, the Applicable Time) (x) not less than three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (by) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any ). Each such notice of a telephonic borrowing of ABR Loans under request shall be irrevocable and shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 Noonamount, New York City timeFacility, on the date of the proposed borrowing), specifying (i) the amount currency and Type of Revolving Loans to be borrowed, (ii) borrowed and the requested Borrowing Date and (iii) Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, all Multicurrency Revolving Loans made in the case of Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s 's duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.04(a).

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 2,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,0002,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 3,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. 2.6 and the Borrower may request borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 3.5. (b) Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving relevant Lender thereof. Each Revolving relevant Lender will make the amount of its pro rata share of each such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Revolving relevant Lenders and in like funds as received by the Administrative AgentAgent or, if the borrowing was made pursuant to Section 3.5, by paying the Issuing Bank the amounts funded by it with respect to the Letter of Credit drawing which gave rise to such borrowing.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice may be given by telephone and must be received by the Administrative Agent prior to 11:00 A.M., (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as Each telephonic notice by the Borrower pursuant to this Section 2.2 must be confirmed promptly by delivery to the Type Administrative Agent of a Revolving written Loan is specified in any such noticeNotice, then appropriately completed and signed by a Responsible Officer of the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationBorrower. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided. If the Borrower fails to specify a Type of a Loan in a Loan Notice or if the Borrower fails to give a timely notice requesting a conversion or continuation, that then the Swingline Lender may requestapplicable Loans shall be made as, on behalf or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable Eurodollar Loans. If a Borrower requests a borrowing of, conversion to, or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR continuation of Eurodollar Loans in other amounts pursuant any Loan Notice, but fails to Section 2.7. specify an Interest Period, it will be deemed to have specified an Interest Period of one month. (b) Upon receipt of any such notice from the Borrower or any Subsidiary Borrowera Loan Notice, 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M., New York City time12:00 Noon, 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 or the relevant Subsidiary Borrower by the Administrative Agent either by (i) crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentAgent or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Administrative Agent by the Borrower.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as , and (iv) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationborrowed. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable telephonic notice confirmed promptly in writing signed by one of the authorized individuals set forth on Schedule 2.5 in substantially the form attached hereto as Exhibit 2.5 (a “Notice of Revolving Borrowing”) (which telephonic notice must be received by the Administrative Agent prior to 10:00 a.m., Central time, (a) 12:00 Noon, New York City time, three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 100,000 or a whole multiple of $1,000,000 50,000 in excess thereof; provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City Central 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office office, or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent otherwise directed in writing by the Borrower, 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments Loans during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give deliver to the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 NoonAgent, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 no later than 12:00 Noon4:00 P.M., New York City time, on the date requested Borrowing Date, (i) irrevocable notice in substantially the form of the proposed borrowingExhibit F hereto (a “Borrowing Request”), specifying (iA) the amount and Type of Revolving Loans to be borrowed, (iiB) whether such Loans are to be Borrowing Base A Loans or Borrowing Base B Loans or a combination thereof and (C) the requested Borrowing Date and (iiiii) (A) in the case of Eurocurrency Borrowing Base A Loans, a notice in substantially the respective amounts form of each Exhibit G (a “Pledged Eligible Assets Notice”) detailing the Pledged Eligible Assets that will secure the requested Loans and (B) in the case of Borrowing Base B Loans, a notice substantially in the form of Exhibit H (a “Borrowing Base B Limit Notice”) detailing the Borrowing Base B Limit, after giving effect to the borrowing of the Borrowing Base B Loans requested thereby and application of the proceeds thereof as Eligible NSCC Margin Deposits (which shall not be less than the aggregate principal amount of the Borrowing Base B Loans to be outstanding after giving effect to the Borrowing Base B Loans requested in the related Borrowing Request). The Borrowing Request and Pledged Eligible Assets Notice, if applicable, shall be delivered by facsimile transmission (with any such Type transmission deemed delivered upon receipt by Borrower of Loana facsimile transmission confirmation) to the Loan & Agency and IB Loan Operations Departments of the Administrative Agent at the addresses set forth in Section 10.2. The Borrower shall give notification, by telephone, to the Administrative Agent that the Borrowing Request and Pledged Eligible Assets Notice, if applicable, have been delivered to the Administrative Agent. Upon its receipt of a Pledged Eligible Assets Notice, the Currency with respect thereto and Administrative Agent shall calculate the respective lengths Loan Value of the initial Interest Period therefor. If no election as Eligible Assets identified therein, including those referred to the Type of a Revolving Loan is specified in any such noticeclause (ii), then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then and promptly notify the Borrower or if the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period requirements of one month’s duration. Section 2.1(a)(ii) are not satisfied. (b) Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (or, if the then aggregate Available Commitments are less than $5,000,000, such lesser amount); provided, that the each Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.72.4. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office promptly, but in any event prior to 2:00 5:00 P.M., New York City time, on the Borrowing Date requested by the Borrower Borrower, in funds immediately available to the Administrative Agent. Such borrowing (or, in the case of a borrowing of Borrowing Base A Loans, the portion thereof which is covered by the Loan Value of the Eligible Assets identified in the applicable Pledged Eligible Assets Notice as calculated by the Administrative Agent pursuant to Section 2.2(a)) will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with by its transferring the aggregate of the amounts amount made available to the Administrative Agent by the Revolving Lenders (or the relevant portion thereof) and in like funds as received by the Administrative AgentAgent to a settlement bank for the Borrower or to DTC or NSCC or otherwise as directed by the Borrower, in either case on behalf of the Borrower and as directed by it. Notwithstanding anything to the contrary contained in this Agreement, the Administrative Agent shall transfer the proceeds of any Borrowing Base A Loans as set forth above prior to the related pledge of Eligible Assets being confirmed, so long as such Eligible Assets have been identified by the Borrower in a Pledged Eligible Assets Notice as being due to be delivered to it or otherwise become available through DTC on the same day as such Pledged Eligible Assets Notice, in each case in accordance with the terms of the Security Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any U.S. Government Securities Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice a Borrowing Request substantially in the form of Exhibit A attached hereto (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, time three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Term SOFR Loans, or (b) 12:00 Noon, New York City Timetime, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice of a borrowing of Revolving Loans that are ABR Loans under the Revolving Facility to finance payments required by Section 3.5 may must be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date (which may be the same day as the day of the Borrowing Request in the case of ABR Loans) and (iii) in the case of Eurocurrency Term SOFR Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Term SOFR Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary A Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary (a) with respect to US Revolving Loans, such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent (I) prior to 10:00 A.M. on the Closing Date for Loans requested to be made on the Closing Date and (aII) 12:00 Noonfor Loans requested to be made on any date other than the Closing Date, New York City time, (x) prior to 10:00 A.M. three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Eurodollar Loans or (by) 12:00 Noon, New York City Time, prior to noon on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) Loans or US Base Rate Loans to be made to any US Borrower or any Canadian Borrower (provided it being understood that any such notice of only a borrowing of US Borrower or a Canadian Borrower may borrow ABR Loans under the Revolving Facility to finance payments required by this Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing2.2)), specifying (i) the amount and Type of US Revolving Loans to be borrowed, (ii) whether such Revolving Loans shall be borrowed pursuant to the Tranche 1 Revolving Commitments or the Tranche 2 Revolving Commitments, (iii) the requested Borrowing Date, and (iv) in the case of Eurodollar Loans, the length of the initial Interest Period, (b) with respect to Canadian Revolving Loans, such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent (I) prior to 10:00 A.M. on the Closing Date for Loans requested to be made on the Closing Date and (II) for Loans requested to be made on any date other than the Closing Date, prior to 10:00 A.M. (x) two Business Days prior to the requested Borrowing Date, in the case of Bankers’ Acceptances, or (y) one Business Day prior to the requested Borrowing Date, in the case of Canadian Prime Rate Loans), specifying (i) the amount and Type of Canadian Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Bankers’ Acceptances, the length of the initial Contract Period therefor and (c) with respect to Euro Revolving Loans, such Borrower shall give the respective amounts Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., London time, four Business Days prior to the requested Borrowing Date), specifying (i) the amount of each such Type of LoanEuro Revolving Loans to be borrowed, (ii) the Currency with respect thereto requested Borrowing Date and (iii) the respective lengths length of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR LoansUS$10,000,000, $1,000,000 C$10,000,000 or €10,000,000, as applicable, or a whole multiple of US$1,000,000, C$1,000,000 or €1,000,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000US$10,000,000, such lesser amount) and amount (y) in or the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess applicable US Dollar Equivalent thereof); provided, that the each Swingline Lender and each Issuing Lender may request, on behalf of the Borrower or any Subsidiary a Borrower, borrowings under the Tranche 1 Revolving Commitments that are ABR Loans, US Base Rate Loans or Canadian Prime Rate Loans in other amounts pursuant to Section 2.72.6 and Section 3.5, respectively. Upon receipt of any such notice from the Borrower or any Subsidiary relevant Borrower, the Administrative Agent shall promptly notify each Revolving Lender of the applicable Class thereof. Each Tranche 1 Revolving Lender or Tranche 2 Revolving Lender, as the case may be, will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the relevant Funding Office prior to 2:00 P.M.(x) in the case of Loans other than ABR Loans or US Base Rate Loans, New York City time12:00 Noon, on the Borrowing Date requested by such Borrower and (y) in the case of ABR Loans, 2:00 P.M., on the Borrowing Date requested by such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary such Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other an account as the directed by such Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Revolving applicable Lenders and in like funds as received by the Administrative Agent. Each Tranche 1 Revolving Lender shall make available to any Borrower Bankers’ Acceptance borrowings during the Revolving Commitment Period, in accordance with and pursuant to the procedures set forth in Section 2.3.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary A Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary (a) with respect to US Revolving Loans, such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon10:00 A.M., New York City timeon the Closing Date for Loans requested to be made on the Closing Date, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Eurodollar Loans or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans or US Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of US Revolving Loans to be borrowed, (ii) whether such Revolving Loans shall be borrowed pursuant to the Tranche 1 Revolving Commitments or the Tranche 2 Revolving Commitments, (iii) the requested Borrowing Date, and (iv) in the case of Eurodollar Loans, the length of the initial Interest Period, (b) with respect to Canadian Revolving Loans, such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., on the Closing Date for Loans requested to be made on the Closing Date, two Business Days prior to the requested Borrowing Date, in the case of Bankers’ Acceptances or one Business Day prior to the requested Borrowing Date in the case of Canadian Prime Rate Loans), specifying (i) the amount and Type of Canadian Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Bankers’ Acceptances, the length of the initial Contract Period therefor and (c) with respect to Euro Revolving Loans, such Borrower shall give the respective amounts Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., London time, four Business Days prior to the requested Borrowing Date), specifying (i) the amount of each such Type of LoanEuro Revolving Loans to be borrowed, (ii) the Currency with respect thereto requested Borrowing Date and (iii) the respective lengths length of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR LoansUS$10,000,000, $1,000,000 C$10,000,000 or €10,000,000, as applicable, or a whole multiple of US$1,000,000, C$1,000,000 or €1,000,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000US$10,000,000, such lesser amount) and amount (y) in or the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess applicable US Dollar Equivalent thereof); provided, that the each Swingline Lender and each Issuing Lender may request, on behalf of the Borrower or any Subsidiary a Borrower, borrowings under the Tranche 1 Revolving Commitments that are ABR Loans, US Base Rate Loans or Canadian Prime Rate Loans in other amounts pursuant to Section 2.72.6 and Section 3.5, respectively. Upon receipt of any such notice from the Borrower or any Subsidiary relevant Borrower, the Administrative Agent shall promptly notify each Revolving Lender of the applicable Class thereof. Each Tranche 1 Revolving Lender or Tranche 2 Revolving Lender, as the case may be, will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the relevant Funding Office prior to 2:00 P.M., New York City time12:00 Noon, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary such Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other an account as the directed by such Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Revolving applicable Lenders and in like funds as received by the Administrative Agent. Each Tranche 1 Revolving Lender shall make available to any Borrower Bankers’ Acceptance borrowings during the Revolving Commitment Period, in accordance with and pursuant to the procedures set forth in Section 2.3.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the 509265-1754-14343-Active.16873744.13 (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City time (or in the case of an Alternative Currency, 11:00 a.m., London time, ) (x) not less than three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (by) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any ). Each such notice of a telephonic borrowing of ABR Loans under request shall be irrevocable and shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 Noonamount, New York City timeFacility, on the date of the proposed borrowing), specifying (i) the amount currency and Type of Revolving Loans Borrowing to be borrowed, (ii) borrowed and the requested Borrowing Date and (iii) Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, all Revolving Loans made in the case of Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.03(a).

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, Local Time, (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the US$ Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. Each relevant 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City timeLocal 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent and the Sub-Agent irrevocable notice (which notice must be received by the Administrative Agent and the Sub-Agent prior to (a) 12:00 Noon, New York City time, time (a) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Eurodollar Loans or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing Borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and or (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.72.6. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Sub-Agent shall promptly notify each Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share Revolving Commitment Percentage of each borrowing Borrowing available to the Administrative Sub-Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Sub-Agent. Such borrowing Borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Sub-Agent crediting the account of as directed by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Sub-Agent by the Revolving Lenders and in like funds as received by the Administrative Sub-Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice by telecopy or telephone (promptly confirmed by telecopy) (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 shall be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 2,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing or a Term B-1 Loan Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City timetime on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or Date for Dollar Revolving Borrowing requests and (bB) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility four Business Days prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any telephonic borrowing request shall be irrevocable and(but may be conditioned on the occurrence of any event if the borrowing request includes a description of such event; provided that the relevant Lenders shall still be entitled to the benefits of Section 2.13) and (iii) any telephonic borrowing request shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the case amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, subject to Section 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified for a Revolving Borrowing, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.03(a).

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto ("Notice of Borrowing") which notice must shall be received signed by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to Borrower and shall specify therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing Dateand (iv) the Interest Period for each such Loan, in the case of Eurocurrency Loans, or any LIBOR Rate Loan,: (bi) 12:00 Noon, not later than 11:00 A.M. (New York City Time, time) on the third Business Day prior to the date of the proposed borrowing, Borrowing in the case of ABR Loansa LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank's applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an "Early Funding ABR Loan"), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank's applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank's applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank's applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Borrowing for purposes of this Agreement. If such Bank's applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by the Revolving Lenders and in like funds as received by such Bank within one (1) Business Day of such date of Borrowing, the Administrative AgentAgent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request (x) in the case of ABR Loans, by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City timetime on the requested Borrowing Date) or (y) in the case of Eurocurrency Loans, in writing (which notice must be received by the Administrative Agent prior to 12:00 noon, New York City time not less than (A) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or Date for Dollar Revolving Borrowing requests and (bB) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility four Business Days prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date for Alternative Currency Revolving Borrowing requests). Any telephonic borrowing request shall be irrevocable and (iii) shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the case amount, currency and Type of Borrowing to be borrowed and the requested Borrowing Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, subject to Section 2.11, each Borrowing shall be comprised entirely of ABR Loans or Eurocurrency Loans as the Borrower may request in accordance herewith and all Revolving Loans made in Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.03(a).

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow Revolving Loans under the Revolving Commitments during the Revolving Commitment Period on any Business Day, Day prior to the Revolving Termination Date; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) prior to 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Term Benchmark Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on one Business Day prior to the date requested Borrowing Date, in the case of the proposed borrowingABR Loans), specifying (i) the amount and the Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Term Benchmark Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such noticeBorrowing request requests a Term Benchmark Loan but does not specify an Interest Period, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each such borrowing under the of Revolving Commitments Loans 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Term Benchmark Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7respectively. Upon receipt of any such notice of borrowing under the Revolving Facility from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Lender under the Revolving Lender Facility thereof. Each In the case of a borrowing under the Revolving Facility, each Revolving Lender will make the amount of its pro rata share Revolving Percentage of each such borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Domestic Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. (b) [Reserved]. (c) Each Lender may, at its option, make any Loan available to any Borrower by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary (a) Each Borrower may borrow Dollar Revolving Loans under the Revolving Commitments during the Revolving Commitment Period on any Business DayDay prior to the Revolving Termination Date, provided that the Borrower or the relevant Subsidiary such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) prior to 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or Eurodollar Loans (b) provided that any such notice delivered in respect of a borrowing of Eurodollar Loans in Dollars on the Closing Date may be delivered prior to 12:00 Noon, New York City Timetime, on two Business Days prior to the date of the proposed borrowingClosing Date), in the case of ABR Loansor (b) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date requested Borrowing Date, in the case of the proposed borrowingABR Loans), specifying (i) the amount and the Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type Each such borrowing of a Dollar Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender Lenders and the Issuing Lenders may request, on behalf of the Borrower or any Subsidiary applicable Borrower, borrowings of Dollar Revolving Loans under the Revolving Commitments that are ABR Loans (or, in the case of LIBOR Swingline Loans, Eurodollar Loans) in other amounts pursuant to Section 2.72.9(c) and the proviso of Section 3.5, respectively. Upon receipt of any such notice of borrowing under the Revolving Facility from the Borrower or any Subsidiary a Borrower, the Administrative Agent shall promptly notify each Lender under the Revolving Lender Facility thereof. Each In the case of a borrowing under the Revolving Facility, each Revolving Lender will make the amount of its pro rata share Revolving Percentage of each such borrowing of Dollar Revolving Loans available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary such Borrower at the Domestic Funding Office prior to 2:00 P.M.p.m., New York City time, on the Borrowing Date requested by such Borrower or requested by a Swingline Lender or an Issuing Lender on behalf of the applicable Borrower as contemplated by the second preceding sentence in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary such Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary such Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. (b) Each Borrower may borrow Foreign Currency Revolving Loans under the Revolving Commitments during the Revolving Commitment Period on any Business Day prior to the Revolving Termination Date, provided that such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 11:00 A.M., London time, three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans) specifying (i) the amount and the Type of Foreign Currency Revolving Loans to be borrowed and the Foreign Currency with respect thereto, (ii) the requested Borrowing Date and (iii) the initial Interest Periods with respect thereto. Upon receipt of any such notice of borrowing under the Revolving Facility from a Borrower, the Administrative Agent shall promptly notify each Lender under the Revolving Facility thereof. Each borrowing of Foreign Currency Revolving Loans shall be in a minimum amount equal to the Applicable Minimum Amount for the relevant Foreign Currency. Each Lender shall make the amount of its Revolving Percentage of such borrowing of Foreign Currency Revolving Loans available to the Administrative Agent for the account of the relevant Borrower by wire transfer of immediately available funds in the relevant Foreign Currency by 12:00 Noon, London time, on the Borrowing Date requested by such Borrower to the account of the Administrative Agent most recently designated by it for such purposes by notice to the Lenders. The Administrative Agent will make such Foreign Currency Revolving Loans available to the relevant Borrower promptly crediting the amounts so received, in like funds, to the account of the relevant Borrower specified in such notice of borrowing from such Borrower. (c) Each Lender may, at its option, make any Loan available to any Borrower by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of such Borrower to repay such Loan in accordance with the terms of this Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice (Notice of Borrowing which notice must be received by the Administrative Agent prior to 12:00 P.M. (a) 12:00 Noon, New York City time, three 3 U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on 1 Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) Loans (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 2.7(f) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case, specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, (iv) in the Currency with respect thereto and case of Term SOFR Borrowings, the respective lengths of the initial Interest Period therefor. If no election as , and (v) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested Term SOFR Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one 1 month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans or SOFR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.72.6. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 1:00 P.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer all or a portion of such aggregate amounts in accordance with the wire instructions specified in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), specifying in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of LoanLoan (iv) in the case of SOFR Loans, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as , and (v) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loan, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 10:00 A.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow up to the Available Revolving Commitment under the Revolving Commitments during the Revolving Commitment Period on any Business Day; provided, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable written notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, Eastern time, (a) 12:00 Noon, New York City time, three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR LoansLoans (in each case, with originals to follow within thirty (30) days)) (provided provided, that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City Eastern time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, and (iv) instructions for remittance of the proceeds of the applicable Revolving Loans to be borrowed. If no election as to the Type type of a Revolving Loan is specified in any such noticethe Notice of Borrowing, then the requested borrowing loan on the Borrowing Date shall be an ABR Loan. If , and if no Currency with respect election as to any Eurocurrency the duration of the Interest Period for Eurodollar Loans is specified in any such noticethe Notice of Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be made as, converted into or continued as a Eurodollar Loan having an Interest Period in excess of one (1) month prior to the date that is thirty (30) days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) to, in the case of ABR Loans, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M.12:00 Noon, New York City Eastern time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such Upon receipt of the requested funds, the Administrative Agent will make such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Notice of Borrowing (or any attachment thereto), the Administrative Agent shall wire transfer all or a portion of such aggregate amounts in accordance with the wire instructions specified in the Notice of Borrowing (or any attachment thereto).

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans, and (c) three Business Days prior to the requested Borrowing Date, in the case of Alternate Currency Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by to be made pursuant to Section 3.5 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefortherefore and (iv) whether such Revolving Loans are to be denominated in Dollars or an Alternate Currency, and if an Alternate Currency, which Alternate Currency; provided, that , the Borrower shall not have the right to request Revolving Loans in an Alternate Currency to accrue interest at the Base Rate. If no election as Unless the Administrative Agent shall have consented to making Eurodollar Loans, the Type of a Revolving Loans made on the Closing Date shall initially be Base Rate Loans. No Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 30 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 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; provided, that (x) the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.73.4 and (y) borrowings of Base Rate Loans pursuant to Section 3.12 shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City time, with respect to Dollar Loans, and prior to 12:00 Noon, London time, with respect to Alternate Currency Loans, in each case 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as on the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing Borrowing Date 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Each Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City time, three Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be Eurocurrency Rate Loans denominated in the case of Eurocurrency LoansDollars, or (b) 11:00 A.M., Local Time, four Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be Eurocurrency Rate Loans denominated in Alternative Currencies (other than Special Notice Currencies), (c) 11:00 A.M., Local Time, five Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be Eurocurrency Rate Loans denominated in Special Notice Currency or (d) 12:00 Noonnoon, New York City Timetime, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) with respect to Base Rate Loans (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by Section 3.5 3.05 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Rate Loans, CDOR Rate Loans, HIBOR Rate Loans or Mexican Peso Rate Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, (iv) the currency of the Revolving Loans to be borrowed, and (v) if applicable, the Designated Borrower. If no election as the Company fails to the Type of specify a Revolving Loan is specified currency in any such notice, then the Revolving Loans so requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing denominated in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then Any Revolving Loans made on the Borrower or the relevant Subsidiary Borrower Closing Date shall initially be deemed to have selected an Interest Period of one month’s durationBase Rate Loans. 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 Eurocurrency Rate Loans, CDOR Rate Loans, HIBOR Rate Loans and Mexican Peso Rate Loans, $5,000,000 2,000,000 or a whole multiple of $1,000,000 500,000 in excess thereofthereof (or the Dollar Equivalent thereof with respect to Loans in any Alternative Currency); provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.72.07. Upon receipt of any such notice from the Borrower or any Subsidiary applicable 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 or the relevant Subsidiary such Borrower at the Funding Office or any Applicable Payment Office (in the case of a Loan denominated in an Alternative Currency) prior to (i) 11:00 A.M., New York City time in the case of Eurocurrency Rate Loans denominated in Dollars, (ii) 12:00 noon, Local Time in the case of each Eurocurrency Rate Loan denominated in an Alternative Currency (other than Swiss Francs) and 8:00 A.M., Local Time in the case of each Eurocurrency Rate Loan denominated in Swiss Francs and (iii) 2:00 P.M., New York City timetime in the case of Base Rate Loans, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary applicable Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary applicable Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable written notice (which notice must be received by the Administrative Agent (i) in the case of Eurocurrency Loans denominated in Dollars, prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, (ii) in the case of Eurocurrency LoansLoans denominated in a Permitted Foreign Currency, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, four Business Days prior to the requested Borrowing Date or (iii) in the case of ABR Loans, prior to 1:00 p.m., New York City time, on the date of the proposed borrowingBorrowing Date), specifying (iw) the amount and Type of Revolving Loans to be borrowedborrowed (which, in the case of any Revolving Loans denominated in a Permitted Foreign Currency, shall be Eurocurrency Loans), (iix) the requested Borrowing Date Date, (y) the currency in which such Revolving Loans are to be borrowed and (iiiz) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as ; provided, further, that if the Borrower wishes to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any request Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period other than one, two, three or six months in duration as provided in the definition of one month’s duration“Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each borrowing by the Borrower under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate applicable Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 the Borrowing Minimum or a whole multiple of $1,000,000 the Borrowing Multiple in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.11:00 a.m. (or, in the case of ABR Loans being made pursuant to a notice delivered on the proposed Borrowing Date, 3:00 p.m.), New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of designated in writing by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the such Revolving Lenders and in like funds as received by the Administrative Agent. If no election as to the Type of a Revolving Loan is specified, other than with respect to Revolving Loans denominated in a Permitted Foreign Currency, then the requested Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurocurrency Loan, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested Revolving Loan, the Borrower shall be deemed to have selected Dollars.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 12:00 P.M. (a) 12:00 Noon, New York City time, three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, P.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, and (iv) instructions for remittance of the proceeds of the applicable Loans to be borrowed. If Unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available Same Day Funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer or otherwise credit all or a portion of such aggregate amounts to SVB (for application against amounts then outstanding under the Existing Credit Facility), in accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable written notice pursuant to a Borrowing Notice (which notice must be received by the Administrative Agent (i) in the case of Term SOFR Loans, prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Date or (bii) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility , prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowingBorrowing Date), specifying (ix) the amount and Type of Revolving Loans to be borrowed, (iiy) the requested Borrowing Date and (iiiz) in the case of Eurocurrency Term SOFR Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice; provided, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such noticefurther, then that if the Borrower or the relevant Subsidiary Borrower shall be deemed wishes to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of one month’s duration“Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m., New York City time, four Business Days prior to the requested date of such Borrowing, whereupon the Administrative Agent shall give prompt notice to the Revolving Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Each borrowing by the Borrower under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Term SOFR Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereofthereof and, in the case of a Borrowing requested pursuant to the second proviso to the first sentence of this Section 2.5, determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., New York City time, three Business Days before the requested date of any Borrowing requested pursuant to the second proviso to the first sentence of this Section 2.5, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all of the Revolving Lenders and the Administrative Agent. 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 11:00 A.M. (or, in the case of ABR Loans being made pursuant to a notice delivered on the proposed Borrowing Date, 3:00 P.M.), New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of designated in writing by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the such Revolving Lenders and in like funds as received by the Administrative Agent. If no election as to the Type of a Revolving Loan is specified, then the requested Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Term SOFR Loan, the Borrower shall be deemed to have selected an Interest Period of one month’s duration.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by to be made pursuant to Section 3.5 2.3 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $250,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf borrowings of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.72.9 shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting on the Borrowing Date, by wire transfer of immediately available funds to a bank account of designated by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with writing, the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and in like funds as received by immediately available funds. No Revolving Loans shall be made on the Administrative AgentClosing Date.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, (iv) in the Currency with respect thereto and case of SOFR Loans, the respective lengths of the initial Interest Period therefor. If no election as , and (v) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loans, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be made as, converted into or continued as a SOFR Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans or SOFR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 10:00 A.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer all or a portion of such aggregate amounts to the Existing Agent (for application against amounts then outstanding under the Existing Credit Facility), in US-DOCS\135452008.17 accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement. No Revolving Loan will be made on the Closing Date.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under (a) With respect to the Revolving Commitments during Loans to be made on the Revolving Commitment Period on any Business DayClosing Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, (ai) three Business Days prior to the anticipated Closing Date in the case of Eurodollar Loans and (ii) one Business Day prior to the anticipated Closing Date in the case of ABR Loans) requesting that the Revolving Lenders make the Revolving Loans on the Borrowing Date and specifying the amount to be borrowed. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Lender thereof. Not later than 12:00 Noon, New York City time, on the Borrowing Date each Revolving Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Revolving Loan to be made by such Revolving Lender. (b) During the Revolving Commitment Period on any Business Day, the Borrower may borrow under the Revolving Commitments, provided that the Borrower shall give the Administrative Agent irrevocable notice, which 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 Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying and which shall specify (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date Date, and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such 1 The amount to be inserted here shall be equal to 1% of the original principal amount of the Term Loan. Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments during the Revolving Commitment Period 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 10,000,000 or a whole multiple of $1,000,000 5,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 amounts will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the an account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to maintained by the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and Agent, in like amounts and funds as received by the Administrative Agent.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Availability Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit B-1 (any such notice, a “Borrowing Notice”) (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon2:00 p.m., New York City time, (i) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (bii) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by Section 3.5 the reimbursement of an LC Disbursement may be given not later than 12:00 Noon10:00 a.m., New York City time, on the date of the proposed borrowing), specifying (iw) the amount and Type of Revolving Loans to be borrowed, (iix) the requested Borrowing Date and Date, (iiiy) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefortherefor and (z) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of a Revolving Loan is specified in any such noticespecified, then the requested borrowing shall be an ABR a Base Rate Revolving Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested Eurodollar Revolving Loans, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. 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 5,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $5,000,000 or $1,000,000, as the case may be, such lesser amountamounts) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (or, if the then aggregate Available Revolving Commitments are less than $5,000,000 or $1,000,000, as the case may be, such lesser amounts); provided, provided that (x) the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.73.3 and (y) borrowings of Base Rate Loans pursuant to Section 3.6(e) shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 noon, New York City time, on the Borrowing Date requested by the Borrower by wire transfer of immediately available funds to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Lenders. The Administrative Agent will make such Revolving Loans available to the Borrower by promptly crediting the amounts so received, in funds immediately like funds, to an account of the Borrower maintained with the Administrative Agent in New York City and designated by the Borrower in the applicable borrowing notice; provided that Base Rate Revolving Loans made to finance the reimbursement of an LC Disbursement as provided shall be remitted by the Administrative Agent to the Issuing Bank. (b) Unless the Administrative Agent shall have received notice from a Revolving Lender prior to the proposed date of any borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Revolving Loan, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with paragraph (a) of this Section and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Revolving Lender has not in fact made its share of the applicable Revolving Loan available to the Administrative Agent. Such borrowing will , then be the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower or to but excluding the relevant Subsidiary Borrower date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent crediting in accordance with banking industry rules on interbank compensation or (ii) in the account case of the Borrower or Borrower, the relevant Subsidiary Borrower on the books of interest rate applicable to Base Rate Loans. If such office or Lender pays such other account as the Borrower or relevant Subsidiary Borrower may specify amount to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Agent, then such amount shall constitute such Lender’s Revolving Lenders and in like funds as received by the Administrative AgentLoan.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Designated Agent irrevocable notice (which notice must be received by the Administrative Designated Agent (a)(a) prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency EurodollarTerm Benchmark Loans, or (bb)(b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon1:00 P.M., New York City time, on the date requested Borrowing Date, in the case of ABR Loans; provided that any notice of ABR Loans to be incurred on the proposed borrowing)Effective Date must be received prior to 1:00 P.M., New York City time, one Business Day prior to the Effective Date) specifying (ii)(i) the amount and Type of Revolving Loans to be borrowed, (iiii)(ii) the requested Borrowing Date and (iiiiii)(iii) in the case of Eurocurrency EurodollarTerm Benchmark Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Designated 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 Designated Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 3:00 P.M., New York City time (or, for any borrowing to occur on the Effective Date, prior to 10:00 A.M., New York City time), on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Designated Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Designated Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Designated Agent by the Revolving Lenders and in like funds as received by the Administrative Designated Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, Day after the Closing Date; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice notice, (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date Date, and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as The Borrower may give the Administrative Agent telephonic notice by the required time of any proposed borrowing under this subsection 2.5 provided that such notice shall within one Business Day be confirmed in writing to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationAdministrative Agent. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 100,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or at the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or as specified in the relevant Subsidiary Borrower on the books notice of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing borrowing with the aggregate of the amounts made available to the CREDIT AGREEMENT Administrative Agent by the Revolving Lenders and in like funds as received by the Administrative Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower Each of the Borrowers may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower Representative (on behalf of any Borrower) shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon1:00 P.M., New York City time, at least three Business Days prior to the requested Borrowing Date, in if all or any part of the case of requested Revolving Loans are to be initially Eurocurrency Loans, or Loans (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 12:00 Noon1:00 P.M., New York City time, on the date of the proposed borrowingrequested Borrowing Date, for ABR Loans), in each case specifying (i) the identity of the Borrower, (ii) the amount and Type of Revolving Loans to be borrowed, (iiiii) the requested Borrowing Date Date, (iv) whether the borrowing is to be of Eurocurrency Loans or ABR Loans or a combination thereof and (iiiv) in if the case borrowing is to be entirely or partly of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period Periods therefor. If no election as to All Revolving Loans incurred and/or maintained during the Type of a Revolving Loan is specified in any such notice, then first week following the requested borrowing Closing Date shall be an incurred and/or maintained as ABR Loan. If no Currency with respect to any Loans or Eurocurrency Loans is specified in any such notice, then with a one week Interest Period Applicable thereto. All Revolving Loans incurred and/or maintained until the Borrower earlier of the completion of syndication of the Facilities (as reasonably determined by the Lead Arrangers) or 90 days after the relevant Subsidiary Borrower Closing Date shall be deemed to have requested incurred and/or maintained as ABR Loans or as Eurocurrency Loans with a borrowing in Dollars. If no one-month Interest Period applicable thereto (with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or first day of the relevant Subsidiary Borrower shall be deemed to have selected an first Interest Period of therefor to commence on the date that is one month’s durationweek after the Closing Date). Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, except any ABR Loan to be used solely to pay a like amount of outstanding Reimbursement Obligations or Swing Line Loans, $1,000,000 2.0 million or a whole multiple of $1.0 million in excess thereof (or, if the then aggregate Available Revolving Commitments are (A) less than $1,000,0002.0 million, $1.0 million or a whole multiple thereof or (B) less than $1.0 million, such lesser amount) and (y) in the case of Eurocurrency Loans, Loans $5,000,000 5.0 million or a whole multiple of $1,000,000 1.0 million in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary BorrowerRepresentative, the Administrative Agent shall promptly notify each Revolving Lender thereof. Each Revolving Subject to the satisfaction of the conditions precedent specified in subsection 6.2, each Lender will shall make the amount of its pro rata share of each borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower identified in such notice at the Funding Office office of the Administrative Agent specified in subsection 11.2 prior to 2:00 P.M.P.M. (or 10:00 A.M., in the case of the initial borrowing hereunder), New York City time, or at such other office of the Administrative Agent or at such other time as to which the Administrative Agent shall notify such Lender and the Borrower Representative reasonably in advance of the Borrowing Date with respect thereto, on the Borrowing Date requested by the Borrower Representative in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower identified in such notice by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary such Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three (3) U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, (iv) in the Currency with respect thereto and case of SOFR Loans, the respective lengths of the initial Interest Period therefor. If no election as , and (v) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loan, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be made as, converted into or continued as a SOFR Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans or SOFR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments Commitment are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 10:00 A.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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.. No Revolving Loan will be made on the Closing Date. NY-2355188

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Canadian Borrower may borrow under the Canadian Borrower Revolving Commitments during the Canadian Borrower Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Canadian Borrower shall give deliver to the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) at least one Business Day prior to the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Canadian Borrower Revolving Loans to be borrowed, (ii) the requested Borrowing Date, (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 and (iv) instructions for remittance of the applicable Loans to be borrowed. Each request by the Canadian Borrower to borrow Canadian Borrower Revolving Loans hereunder shall be deemed to be a representation and warranty by the Canadian Borrower that, after giving effect to such borrowing on the requested Borrowing Date, the aggregate amount of the Canadian Borrower Revolving Extensions of Credit of the Lenders then outstanding shall not exceed the Canadian Borrower Borrowing Base. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Canadian Borrower Revolving Loan may be made as, converted into or continued as a Eurodollar Loan prior to the date that is three weeks after the Closing Date. Each borrowing under the Canadian Borrower Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Canadian Borrower Revolving Commitments of the Lenders are less than $500,000, such lesser amount) and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such Notice of Borrowing from the Canadian Borrower, the Administrative Agent shall promptly notify each Canadian Borrower Revolving Lender thereof. Each Canadian Borrower Revolving Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Canadian Borrower at the Funding Office prior to 12:00 Noon, New York City Timetime, on the date Borrowing Date requested by the Canadian Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Canadian Borrower by the Administrative Agent crediting such account as is designated in writing to the Administrative Agent by the Canadian Borrower, with the aggregate of the proposed borrowingamounts made available to the Administrative Agent by the Canadian Borrower Revolving Lenders and in like funds as received by the Administrative Agent. (b) The US Borrower may borrow under the US Borrower Revolving Commitments during the US Borrower Revolving Commitment Period on any Business Day, provided that the US Borrower shall deliver to the Administrative Agent an irrevocable Notice of Borrowing (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 or Floating Eurodollar Rate Loans) (provided that any such notice of a borrowing of ABR Loans or Floating Eurodollar Rate Loans under the US Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of US Borrower Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefortherefor and (iv) instructions for remittance of the applicable Loans to be borrowed. If no election as Each request by the US Borrower to the Type of a borrow US Borrower Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower hereunder shall be deemed to have be a representation and warranty by the US Borrower that, after giving effect to such borrowing on the requested Borrowing Date, the aggregate amount of the US Borrower Revolving Extensions of Credit of the Lenders then outstanding shall not exceed the US Borrower Borrowing Base. Any US Borrower Revolving Loans borrowed on the Closing Date (the “Closing Date US Borrower Revolving Loans”) shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no US Borrower Revolving Loan may be made as, converted into or continued as (x) a borrowing in Dollars. If no Interest Period with respect Floating Eurodollar Rate Loan prior to any Eurocurrency the date that is one week after the Closing Date or (y) a Eurodollar Loan prior to the date that is specified in any such notice, then three weeks after the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationClosing Date. Each borrowing under the US Borrower Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans or Floating Eurodollar Rate Loans, $1,000,000 500,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available US Borrower Revolving Commitments of the Lenders are less than $1,000,000500,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary US Borrower, borrowings under the US Borrower Revolving Commitments that are ABR Loans or Floating Eurodollar Rate Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary US Borrower, the Administrative Agent shall promptly notify each US Borrower Revolving Lender thereof. Each US Borrower 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 or the relevant Subsidiary US Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the US Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary US Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the US Borrower, with the aggregate of the amounts made available to the Administrative Agent by the US Borrower Revolving Lenders and in like funds as received by the Administrative Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice of borrowing in the form of Exhibit L-2 hereto (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by to be made pursuant to Section 3.5 3.3 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Revolving Loan and the respective lengths of the initial Interest Period therefor. If Any Revolving Loans made on the Original Closing Date shall initially be Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is three days after the Original 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 Eurocurrency Eurodollar Loans, $5,000,000 100,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 Revolving Loans were made on the Original Closing Date.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Revolving Facility Administrative Agent irrevocable notice in the form of a Borrowing Request (which notice must be received by the Revolving Facility Administrative Agent prior to (a) 12:00 Noonnot later than 2:00 P.M., New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 12:00 Noonnoon, New York City time, on the date requested Borrowing Date, in the case of the proposed borrowingABR Loans), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date Date, (iii) the Revolving Facility pursuant to which such Loan is to be made, (iv) [reserved], (v) the Type of Revolving Loans to be borrowed and (iiivi) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR 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 Eurocurrency Eurodollar Loans, $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 Revolving Facility Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the its Funding Office for the applicable currency prior to 2:00 P.M.p.m., New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Revolving Facility Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Revolving Facility Administrative Agent Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Revolving Facility Administrative Agent by the Revolving Lenders and in like funds as received by the Revolving Facility Administrative Agent.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period period from and including the Closing Date to and excluding the Termination Date on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a Notice of Borrowing : (which notice must be received by the Administrative Agent prior to i) not later than 11:00 A.M. (a) 12:00 Noon, New York City time, three ) on the third Business Days Day prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, Borrowing in the case of ABR Loansa LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a proposed Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Revolving Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank's applicable Revolving Percentage of such Revolving Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an "Early Funding ABR Loan"), each Revolving Bank shall make its applicable Revolving Percentage of such Revolving Borrowing before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Revolving Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Revolving Borrowing that such Bank will not make available to the Administrative Agent such Bank's applicable Revolving Percentage of such Revolving Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Revolving Borrowing Date requested by in accordance with Section 2.5(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Revolving Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank's applicable Revolving Percentage of such Revolving Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Revolving Borrowing to the date on which such Bank's applicable Revolving Percentage of such Revolving Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.5(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Revolving Borrowing for purposes of this Agreement. If such Bank's applicable Revolving Percentage of such Revolving Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by such Bank within one (1) Business Day of such date of Revolving Borrowing, the Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Revolving Bank to make the Loan to be made by it as part of any Revolving Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Revolving Loan on the date of such Revolving Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Revolving Lenders and in like funds as received Loan to be made by such other Bank on the Administrative Agentdate of any Revolving Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary (a) Any Borrower may borrow under the Revolving Commitments in Dollars during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary such Borrower shall give the Administrative Agent irrevocable notice notice, substantially in the form of Exhibit H (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon1:00 P.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Term Benchmark Loans or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the applicable Borrower, (ii) the amount and Type of Revolving Loans to be borrowed, (iiiii) the requested Borrowing Date Date, and (iiiiv) in the case of Eurocurrency Term Benchmark Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan (and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration). Each borrowing under the Revolving Commitments in Dollars 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Term Benchmark Loans, $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 or any Subsidiary BorrowerBorrowers, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary applicable 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 or the relevant Subsidiary applicable Borrower at the Funding Office prior to 2:00 1:00 P.M., New York City time, on the Borrowing Date requested by the applicable Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary applicable Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary applicable Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. (b) [Reserved]. (c) On the Fourth Restatement Effective Date, all Existing Revolving Loans shall be deemed repaid and (i) such portion thereof that were ABR Loans shall be reborrowed as ABR Loans by the Parent Borrower and such portion thereof that were Term Benchmark Loans shall be reborrowed as Term Benchmark Loans by the Parent Borrower (it being understood that for each tranche of Existing Revolving Loans that were Term Benchmark Loans, (x) the initial Interest Period for the relevant reborrowed Term Benchmark Loans shall equal the remaining length of the Interest Period for such tranche and (y) the Term Benchmark for the relevant reborrowed Term Benchmark Loans during such initial Interest Period shall be the Term Benchmark for such tranche immediately prior to the Fourth Restatement Effective Date) and (ii) each such reborrowed Revolving Loan shall be deemed made in the same currency as the relevant Existing Revolving Loan. Any Revolving Lenders that are not Existing Revolving Lenders (and any Existing Revolving Lenders with Revolving Commitments as of the Fourth Restatement Effective Date that are greater than their Existing Revolving Commitments) shall advance funds (in the relevant currency) to the Administrative Agent no later than 3:00 P.M., New York City time on the Fourth Restatement Effective Date as shall be required to repay the Revolving Loans of Existing Revolving Lenders such that each Revolving Lender’s share of outstanding Revolving Loans on the Fourth Restatement Effective Date is equal to its Revolving Percentage (after giving effect to the Fourth Restatement Effective Date).

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit J (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon1:00 P.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Availability Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit B-1 (which notice must be received by the Administrative Agent prior to (a) prior to 12:00 Noon, New York City time, on the anticipated Restatement Date for any Revolving Loans requested to be made on the Restatement Date and (b) for any Revolving Loans. The Borrower may borrow under the Revolving Commitments during the Revolving Availability Period on any Business Day; provided that the Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit B-1 (which notice must be received by the Administrative Agent for any Revolving Loans requested to be made after the RestatementAmendment No. 5 Effective Date, prior to 12:00 Noon, New York City time, (i) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (bii) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by to be made pursuant to Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (ix) the amount and Type of Revolving Loans to be borrowed, (iiy) the requested Borrowing Date and (iiiz) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. 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 Eurocurrency Eurodollar Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, that (x) the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.73.4 and (y) borrowings of Base Rate Loans pursuant to Section 3.11 shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 The Administrative Agent shall make the proceeds of such Revolving Loan available to the Borrower or the relevant Subsidiary Borrower on such Borrowing Date by wire transfer of immediately available funds to a bank account designated in writing by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business DayDay during the period from and including the Closing Date to and excluding the Termination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto (“Notice of Borrowing”) which notice must shall be received signed by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to Borrower and shall specify therein the requested (i) date of such Borrowing, (ii) Type of Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing Dateand (iv) the Interest Period for each such Loan, in the case of Eurocurrency Loans, or any LIBOR Rate Loan: (bi) 12:00 Noon, not later than 11:00 A.M. (New York City Time, time) on the third Business Day prior to the date of the proposed borrowing, Borrowing in the case of ABR Loansa LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank’s applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an “Early Funding ABR Loan”), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank’s applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank’s applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank’s applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Loan as part of such Borrowing for purposes of this Agreement. If such Bank’s applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by such Bank within one (1) Business Day of such date of Borrowing, the Revolving Lenders and Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in like funds the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Loan to be made by it as received part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the date of such Borrowing or the obligation of the Administrative Agent to advance to Borrower any amounts funded by the Administrative Agentother Banks, but no Bank shall be responsible for the failure of any other Bank to make the Loan to be made by such other Bank on the date of any Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any an37y Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three 3 Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on 1 Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, and (iv) instructions for remittance of the proceeds of the applicable Loans to be borrowed. If Unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s duration1 month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer all or a portion of such aggregate amounts in accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested 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 2.3(i) may be given not later than 12:00 Noon11:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts amount of each such Type of LoanRevolving Loan and, in the Currency with respect thereto and case of Eurodollar Loans, the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall Closing Date may be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationEurodollar Loans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.72.19. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City timetime and confirmed in writing by delivery of a notice substantially in the form of Exhibit J hereto (each a "Borrowing Notice"), (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency LIBOR Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency LIBOR Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationBase Rate Loans. 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 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency LIBOR Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or (or, if so requested by Borrower, by wire transferring immediately available funds to such other bank account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing shall designate) 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice by facsimile or telephone (promptly confirmed by facsimile) (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefortherefor and (iv) the account of the Borrower to which such Loans shall be credited. If Any Revolving Loans made on the Restatement Effective Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 60 days after the Restatement Effective Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 the amounts specified in excess thereofSection 2.14; provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of specified in such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing notice 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on the date day of the proposed borrowingrequested 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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Unless otherwise specifically requested in the Type of a Revolving Loan is specified in any such respective borrowing notice, then any Revolving Loans made on the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. (b) Notices under this Section 2.5 shall be made by a Responsible Officer on behalf of the Borrower.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow -------------------------------------- under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent -------- irrevocable notice by delivery of a Notice of Borrowing (which notice Notice of Borrowing must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If Any Revolving Loans made on the Closing Date shall initially be ABR Loans, and, unless otherwise agreed by the Administrative Agent in its sole discretion, no election Revolving Loan may be made as, converted into or continued as a Eurocurrency Loan prior to the Type of a Revolving Loan date that is specified in any such notice, then five Business Days after the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationClosing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 100,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000100,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 1.0 million or a whole $250,000 multiple of $1,000,000 thereof in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of designated by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided PROVIDED that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan Closing Date shall initially be Base Rate Loans and, until the date that is specified in any such notice, then 65 days after the requested borrowing Closing Date all Interest Periods for all Loans hereunder which are LIBOR Loans shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationmonth duration and shall end on the same Business Day. 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 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $5,000,000 2,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereof. Each Revolving 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor, and (iv) instructions for remittance of the proceeds of the applicable Loans to be borrowed. If Unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 100,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000100,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available Same Day Funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer or otherwise credit all or a portion of such aggregate amounts to SVB (for application against amounts then outstanding under the Existing Credit Facility), in accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable written notice (which notice must be received by the Administrative Agent (i) in the case of Eurocurrency Loans denominated in Dollars, prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, or (ii) in the case of Eurocurrency LoansLoans denominated in a Permitted Foreign Currency, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, four Business Days prior to the requested Borrowing Date or (iii) in the case of ABR Loans, prior to 1:00 p.m., New York City time, on the date of the proposed borrowingBorrowing Date), specifying (iw) the amount and Type of Revolving Loans to be borrowedborrowed (which, in the case of any Revolving Loans denominated in a Permitted Foreign Currency, shall be Eurocurrency Loans), (iix) the requested Borrowing Date Date, and (iiiy) the currency in which such Revolving Loans are to be borrowed and (z) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as ; provided, further, that if the Borrower wishes to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any request Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period other than one, two, three or six months in duration as provided in the definition of one month’s duration“Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each borrowing by the Borrower under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate applicable Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 the Borrowing Minimum or a whole multiple of $1,000,000 the Borrowing Multiple in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent #93138577v21 US-DOCS\115367111.15 LEGAL_US_E # 147442669.29 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.11:00 a.m. (or, in the case of ABR Loans being made pursuant to a notice delivered on the proposed Borrowing Date, 3:00 p.m.), New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of designated in writing by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the such Revolving Lenders and in like funds as received by the Administrative Agent. If no election as to the Type of a Revolving Loan is specified, other than with respect to Revolving Loans denominated in a Permitted Foreign Currency, then the requested Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested Eurocurrency Loan, the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested Revolving Loan, the Borrower shall be deemed to have selected Dollars.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice in the form of Exhibit A, duly executed by a Responsible Officer and appropriately completed (a “Notice of Revolving Loan Borrowing”), (which notice must be received by the Administrative Agent prior to 12:00 Noon (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as Subject to delivery by the Borrower to the Type Administrative Agent, at least two (2) Business Days prior to the Effective Date, of a customary LIBOR indemnity letter, the first Notice of Revolving Loan is specified Borrowing may be given prior to the effectiveness of this Agreement but otherwise in any such noticeaccordance with the preceding sentence (provided that, then in the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested case of a borrowing in Dollars. If no Interest Period with respect of Eurodollar Loans requested to any Eurocurrency Loan is specified in any be made on the Effective Date, such notice, then request must be received by the Borrower or Administrative Agent at least two (2) Business Days prior to the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationEffective Date). Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 3,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,0003,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice a Notice of Revolving Loan Borrowing from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Loan Lender thereof. Each Revolving Loan Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M., New York City time, 12:00 Noon 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the Revolving Loan Lenders and in like funds as received by the Administrative Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice a Borrowing Request substantially in the form of Exhibit A attached hereto (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, time three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Timetime, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice of a borrowing of Revolving Loans that are ABR Loans under the Revolving Facility to finance payments required by Section 3.5 may must be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date (which may be the same day as the day of the Borrowing Request in the case of ABR Loans) and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable written notice pursuant to a Borrowing Notice (which notice must be received by the Administrative Agent (i) in the case of EurocurrencyTerm SOFR Loans, prior to (a) 12:00 Noon, New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Date or (bii) 12:00 Noon, New York City Time, on the date of the proposed borrowing, in the case of ABR Loans) (provided that any such notice of a borrowing of ABR Loans under the Revolving Facility , prior to finance payments required by Section 3.5 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowingBorrowing Date), specifying (ix) the amount and Type of Revolving Loans to be borrowed, (iiy) the requested Borrowing Date and (iiiz) in the case of Eurocurrency EurocurrencyTerm SOFR Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice; provided, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such noticefurther, then that if the Borrower or the relevant Subsidiary Borrower shall be deemed wishes to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of one month’s duration“Interest Period,” the applicable notice must be received by the Administrative Agent not later than 11:00 a.m., New York City time, four Business Days prior to the requested date of such Borrowing, whereupon the Administrative Agent shall give prompt notice to the Revolving Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Each borrowing by the Borrower under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency EurocurrencyTerm SOFR Loans, $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereof. and, in the case of a Borrowing requested pursuant to the second proviso to the first sentence of this Section 2.5, determine whether the requested Interest Period is acceptable to all of them. Not later than 11:00 a.m., New York City time, three Business Days before the requested date of any Borrowing requested pursuant to the second proviso to the first sentence of this Section 2.5, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all of the Revolving Lenders and the Administrative Agent. 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 11:00 A.M. (or, in the case of ABR Loans being made pursuant to a notice delivered on the proposed Borrowing Date, 3:00 P.M.), New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of designated in writing by the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the such Revolving Lenders and in like funds as received by the Administrative Agent. If no election as to the Type of a Revolving Loan is specified, then the requested Loan shall be an ABR Loan. If no Interest Period is specified with respect to any requested EurocurrencyTerm SOFR Loan, the Borrower shall be deemed to have selected an Interest Period of one month’s duration.

Procedure for Revolving Loan Borrowing. The Borrower ASC and any the Subsidiary Borrower Borrowers may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower ASC shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loansloans) (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 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) whether such borrowing is to be made under the Revolving A Commitments or the Revolving B Commitments or both (and if to be made under both the respective amounts to be borrowed under each), (ii) the amount and Type of Revolving Loans to be borrowedborrowed by each applicable Borrower, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to , (iv) if all or any portion of the Type proceeds of a Revolving Loan is specified in any such notice, then the requested borrowing will be used by ASC to make a payment to Triple Peaks LLC under the Triple Peaks Settlement Agreement, the amount to be so used (which request shall constitute a covenant by ASC that it will so use such amount for such purpose) and (v) if all or any portion of the proceeds of the requested borrowing will be an used by ASC to make a payment to purchase or redeem Senior Subordinated Notes when required by the redemption provisions of the Senior Subordinated Note Indenture, the amount to be so used (which request shall constitute a covenant by ASC that it will so use such amount for such purpose). Any Revolving Loans made on the Closing Date shall initially be ABR Loan. If Loans, and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Currency with respect to any Eurocurrency Loans is specified in any such noticeRevolving Loan may be made as, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Eurodollar Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 60 days after the Closing Date; and provided further that borrowings under the Revolving Commitments (other than borrowings to finance payments required by Section 3.5) may be made not more frequently than once per day. Each borrowing of Eurodollar Loans under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 2,500,000 or a whole multiple of $1,000,000 500,000 in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary BorrowerASC, the Administrative Agent shall promptly notify each applicable Revolving Lender thereof. Each applicable 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 or the relevant Subsidiary Borrower Borrower(s) at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower ASC in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with Borrower(s) the aggregate of the amounts made available to the Administrative Agent by the such Revolving Lenders and in like funds as received by the Administrative Agent.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Base Rate Loans) (provided that any such notice of a borrowing of ABR Base Rate Loans under the Revolving Facility to finance payments required by to be made pursuant to Section 3.5 2.3 may be given not later than 12:00 Noon10:00 A.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $250,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf borrowings of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Base Rate Loans in other amounts pursuant to Section 2.72.9 shall not be subject to the foregoing minimum amounts. If no election as to the Type of Revolving Loan to be borrowed is specified, then the requested borrowing shall be of a Base Rate Loan. If no Interest Period is specified with respect to any requested borrowing of a Eurodollar Loan, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 The Administrative Agent will, on the Borrowing Date, make available to the Borrower or the relevant Subsidiary Borrower Borrower, by wire transfer of immediately available funds to a bank account designated by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with writing, the aggregate of the amounts made available to the Administrative Agent by the Revolving Lenders and in like funds as received by the Administrative Agentimmediately available funds.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period period from and including the Closing Date to and excluding the Termination Date on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice oral or written notice: (which notice must be received by the Administrative Agent prior to i) not later than 11:00 A.M. (a) 12:00 Noon, New York City time, three ) on the third Business Days Day prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, Committed Borrowing in the case of ABR Loansa Committed LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a proposed Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Revolving Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank's applicable Revolving Percentage of such Revolving Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an "Early Funding ABR Loan"), each Revolving Bank shall make its applicable Revolving Percentage of such Revolving Borrowing before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Revolving Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Revolving Borrowing that such Bank will not make available to the Administrative Agent such Bank's applicable Revolving Percentage of such Revolving Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Revolving Borrowing Date requested by in accordance with Section 2.5(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Revolving Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank's applicable Revolving Percentage of such Revolving Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Revolving Borrowing to the date on which such Bank's applicable Revolving Percentage of such Revolving Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.5(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Revolving Borrowing for purposes of this Agreement. If such Bank's applicable Revolving Percentage of such Revolving Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by such Bank within one (1) Business Day of such date of Revolving Borrowing, the Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of Committed LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Revolving Bank to make the Loan to be made by it as part of any Revolving Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Revolving Loan on the date of such Revolving Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Revolving Lenders and in like funds as received Loan to be made by such other Bank on the Administrative Agentdate of any Revolving Borrowing.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Availability Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent its irrevocable notice (which notice, in the case of any Revolving Loans to be borrowed on the Acquisition Effective Date must be received in writing by the Administrative Agent prior to 12:00 Noon, New York City time, one Business Day prior to the Acquisition Effective Date), which may be given by (a) telephone or (b) a Committed Loan Notice; provided, that such notice may be contingent on the occurrence of a refinancing or the consummation of a sale, transfer, lease or other disposition of assets and may be revoked if the refinancing or sale, transfer, lease or other disposition of assets does not occur; provided further that any telephone notice must be confirmed promptly on the same date prior to 2:00 p.m. New York City time such telephonic notice is given by delivery to the Administrative Agent of a Committed Loan Notice. Such notice must be received by the Administrative Agent for any Revolving Loans requested to be made after the Acquisition Effective Date, prior to (a) 12:00 Noon, New York City time, (i) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurocurrency LoansEurocurrencySOFR Loans (four (4) Business Days prior to the requested Borrowing Date, in the case of a EurocurrencySOFR Revolving Loan denominated in a Foreign Currency), or (bii) prior to 12:00 Noon, New York City Time, time on the date of the proposed borrowingrequested 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 to be made pursuant to Section 3.5 3.3 may be given not later than 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying ) and must specify (iA) the amount and Type of Revolving Loans to be borrowed, (iiB) the requested Borrowing Date and (iiiC) in the case of Eurocurrency EurocurrencySOFR Revolving Loans, the respective amounts of each such Type of Loan, the Agreed Currency with respect thereto of each such Loan and the respective lengths of the initial Interest Period Periods therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Loan Commitments shall be in an amount a Dollar Amount equal to (xA) in the case of ABR Loans, $1,000,000 10,000,000 or a whole multiple in increments of $500,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,00010,000,000, such lesser amount) and (yB) in the case of Eurocurrency EurocurrencySOFR Loans, $5,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, provided that the Swingline Lender may request, on behalf borrowings of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.73.9 shall not be subject to the foregoing minimum amounts. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 The Administrative Agent shall make the proceeds of such Revolving Loan available to the Borrower or the relevant Subsidiary Borrower on such Borrowing Date by wire transfer of immediately available funds to a bank account designated in writing by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit K (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon11:00 A.M., New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon1:00 P.M., New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Eurodollar Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary 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 or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon1:00 p.m., New York City time, at least three Business Days prior to the requested Borrowing Date, in if all or any part of the case of requested Revolving Loans are to be initially Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowing, 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 12:00 Noon10:00 a.m., New York City time, on the date requested Borrowing Date, if all of the proposed borrowingrequested Revolving Loans are to be initially ABR Loans), in each case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in whether the case borrowing is to be of Eurocurrency Loans or ABR Loans or a combination thereof and (iv) if the borrowing is to be entirely or partly of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period thereforPeriods thereto. If no election as to All Revolving Loans incurred and/or maintained during the Type of a Revolving Loan is specified in any such notice, then first week following the requested borrowing Closing Date shall be an incurred and/or maintained as ABR Loan. If no Currency with respect to any Loans or Eurocurrency Loans is specified in any such notice, then with a one week Interest Period applicable to Eurocurrency Loans. All Revolving Loans incurred and/or maintained until the Borrower earlier of the completion of syndication of the Facilities (as reasonably determined by the Other Representatives) or 90 days after the relevant Subsidiary Borrower Closing Date shall be deemed to have requested incurred and/or maintained as ABR Loans or as Eurocurrency Loans with a borrowing in Dollars. If no one-month Interest Period applicable to Eurocurrency Loans (with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or first day of the relevant Subsidiary Borrower shall be deemed to have selected an first Interest Period of therefor to commence on the date that is one month’s duration. week after the Closing Date). (b) Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, except any ABR Loan to be used solely to pay a like amount of outstanding Reimbursement Obligations or Swing Line Loans, $1,000,000 2.0 million or a whole multiple of $1.0 million in excess thereof (or, if the then aggregate Available Revolving Commitments are (A) less than $1,000,0002.0 million, $1.0 million or a whole multiple thereof or (B) less than $1.0 million, such lesser amount) and (y) in the case of Eurocurrency Loans, Loans $5,000,000 5.0 million or a whole multiple of $1,000,000 1.0 million in excess thereof; provided, that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereof. Each Subject to the satisfaction of the conditions precedent specified in subsection 5.2, each Revolving Lender will shall make the amount of its pro rata share of each borrowing of Revolving Loans available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower identified in such notice at the Funding Office office of the Administrative Agent specified in subsection 10.2 prior to 2:00 P.M.p.m. (or 10:00 a.m., in the case of the initial borrowing hereunder), New York City time, or at such other office of the Administrative Agent or at such other time as to which the Administrative Agent shall notify such Revolving Lender and the Borrower reasonably in advance of the Borrowing Date with respect thereto, 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three (3) U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, (iv) in the Currency with respect thereto and case of SOFR Loans, the respective lengths of the initial Interest Period therefor. If no election as , and (v) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loan, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be made as, converted into or continued as a SOFR Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans or SOFR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments Commitment are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 10:00 A.M. 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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. No Revolving Loan will be made on the Closing Date.

Procedure for Revolving Loan Borrowing. Calculation of Borrowing Base. (a) The Parent Borrower and any the Subsidiary Borrower Borrower, as the case may be, may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary such Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (b) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Alternate Base Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto Loan and the respective lengths of the initial Interest Period therefor. If Any US Dollar Revolving Loans made on the Initial Closing Date shall initially be Alternate Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no election as to the Type of a Revolving Loan is specified in any such noticemay be made as, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower converted into or the relevant Subsidiary Borrower shall be deemed to have requested continued as a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected having an Interest Period in excess of one month’s durationmonth prior to the date that is 60 days after the Initial Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Alternate Base Rate Loans, $1,000,000 1 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice from the Parent Borrower or any the Subsidiary Borrower, as the case maybe, the Administrative Agent shall promptly notify each Revolving Lender thereof. Each US Dollar 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 or the relevant Subsidiary such Borrower at the Funding Office prior to 2:00 P.M.3:00 p.m., New York City time, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary such Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary such Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Agent by the US Dollar Revolving Lenders and in like funds as received by the Administrative Agent. (b) The Administrative Agent shall calculate from time to time the amount of the Borrowing Base, based upon the most recent Borrowing Base Certificate, and such amount shall be the "Borrowing Base" hereunder; provided, however, that the Administrative Agent, in its sole reasonable discretion, may on reasonable prior written notice to the Borrowers, establish additional reserves against the Borrowing Base.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 12:00 P.M. (a) 12:00 Noon, New York City time, three (3) U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on one (1) Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, P.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency SOFR Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as , and (iv) instructions for remittance of the proceeds of the applicable Loans to be borrowed; provided that such notice may be conditioned upon the effectiveness of other transactions, in which case such notice may be revoked or delayed at the discretion of the Administrative Agent, upon the Borrower’s written request on or prior to the Type of a Revolving Loan specified effective date if such condition is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsnot satisfied. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loan, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be made as, converted into or continued as a SOFR Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments Commitment are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 12:00 P.M. on the Borrowing Date requested by the Borrower in funds immediately available Same Day Funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer or otherwise credit all or a portion of such aggregate amounts to SVB (for application against amounts then outstanding under the Existing SVB Credit Facility), in accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the (a) To request a Revolving Commitments during the Revolving Commitment Period Borrowing on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give notify the Administrative Agent irrevocable notice of such request by telephone (which notice must be received by the Administrative Agent prior to (a) 12:00 Noonnoon, New York City timetime (or in the case of an Alternative Currency, the Applicable Time) (x) not less than three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, or (by) 12:00 Noon, New York City Time, on the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any ). Each such notice of a telephonic borrowing of ABR Loans under request shall be irrevocable and shall be confirmed promptly in writing. Each such telephonic and written borrowing request shall specify the Revolving Facility to finance payments required by Section 3.5 may be given not later than 12:00 Noonamount, New York City timeFacility, on the date of the proposed borrowing), specifying (i) the amount currency and Type of Revolving Loans to be borrowed, (ii) borrowed and the requested Borrowing Date and (iii) Date. Upon receipt of such notice, the Administrative Agent shall promptly notify each relevant Revolving Lender thereof. For the avoidance of doubt, all Multicurrency Revolving Loans made in the case of Alternative Currencies shall be Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. . (b) If no election as to the Type of Revolving Borrowing is specified for a Revolving Loan is specified Borrowing in any such noticeDollars, then the requested borrowing Revolving Borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in DollarsBorrowing. If no Interest Period is specified with respect to any requested Eurocurrency Loan is specified in any such noticeRevolving Borrowing, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under If no currency is specified, the Revolving Commitments requested Borrowing 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may request, on behalf Dollars. In making any determination of the Borrower or any Subsidiary Borrower, borrowings under Dollar Amount for purposes of calculating the amount of Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice be borrowed from the Borrower or respective Lenders on any Subsidiary Borrowerdate, the Administrative Agent shall promptly notify each use the relevant Exchange Rate in effect on the date on which the Borrower delivers a borrowing request for such Revolving Lender thereof. Each Revolving Lender will make the amount of its pro rata share of each borrowing available Loans pursuant to the Administrative Agent for the account provisions of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 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 or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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 AgentSection 2.04(a).

Procedure for Revolving Loan Borrowing. The Each Borrowing of a Revolving Loan shall be made upon Borrower and Representative’s irrevocable written notice delivered to Agent substantially in the form of a Notice of Borrowing or in a writing in any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Dayother form reasonably acceptable to Agent, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 2:00 p.m. (ai) 12:00 Noon, New York City time, on the date which is three Business Days prior to the requested Borrowing Date, date in the case of Eurocurrency Loanseach LIBOR Rate Loan, or (bii) 12:00 Noon, New York City Time, on the date of which is one Business Day prior to the proposed borrowing, 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to the Type of a Revolving Base Rate Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to or less than $75,000,000 but equal to or greater than $20,000,000, and (xiii) on the requested Borrowing date in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are each Base Rate Loan in an amount less than $1,000,00020,000,000. Such Notice of Borrowing shall specify: (a) the amount of the Borrowing, such lesser amountwhich shall not be less than $100,000, in aggregate; (b) the requested Borrowing date, which shall be a Business Day; (c) whether the Borrowing is to be comprised of LIBOR Rate Loans or Base Rate Loans; and (yd) in if the case of Eurocurrency Borrowing is to be LIBOR Rate Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant Interest Period applicable to Section 2.7such Loans. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowera Notice of Borrowing, the Administrative Agent shall will promptly notify each Revolving Lender thereof. Each Revolving Lender will make of such Notice of Borrowing and of the amount of its pro rata share such Lender’s Commitment Percentage of the Borrowing. Unless Agent is otherwise directed in writing by Borrower Representative, the proceeds of each borrowing available to requested Borrowing after the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M., New York City time, on the Borrowing Closing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower Borrowers by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books by wire transfer of such office amount to Borrowers pursuant to the wire transfer instructions specified on Schedule 10.02 or such other account as Borrower Representative may designate. All Borrowing requests which are not made on-line via Agent’s electronic platform or portal shall be subject to (and unless Agent elects otherwise in the Borrower or relevant Subsidiary Borrower may specify exercise of its sole discretion, such Borrowings shall not be made until the completion of) Agent’s authentication process (with results satisfactory to Agent) prior to the Administrative Agent in writing with the aggregate funding of the amounts made available to the Administrative Agent by the any such requested Revolving Lenders and in like funds as received by the Administrative AgentLoan.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary A Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that (a) with respect to US Revolving Loans, the Parent Borrower or the relevant Subsidiary Borrower, as the case may be, shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., on the Closing Date for Loans requested to be made on the Closing Date, three Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans or one Business Day prior to the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of US Revolving Loans to be borrowed, (ii) the requested Borrowing Date, and (iii) in the case of Eurodollar Loans, the length of the initial Interest Period and (b) with respect to Canadian Revolving Loans, the Canadian Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to (a) 12:00 Noon10:00 A.M., New York City timeon the Closing Date for Loans requested to be made on the Closing Date, three Business Days prior to the requested Borrowing Date in the case of Eurodollar Loans, two Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans, Bankers’ Acceptances or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowing, requested Borrowing Date in the case of ABR US Base Rate Loans and Canadian Prime Rate 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) whether such Canadian Revolving Loans shall be denominated in US Dollars or Canadian Dollars, (ii) the amount and Type of Canadian Revolving Loans to be borrowed, (iiiii) the requested Borrowing Date Date, (iv) whether the Revolving Loans to be borrowed shall be designated as Short-Term Borrowings and (iiiv) in the case of Eurocurrency LoansEurodollar Loans and Bankers’ Acceptances, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths length of the initial Interest Period or Contract Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 US$10,000,000 or C$10,000,000 or a whole multiple of US$1,000,000 or C$1,000,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000US$10,000,000, such lesser amount) and amount (y) in or the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess Canadian Dollar Equivalent thereof); provided, that the each Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans, US Base Rate Loans or Canadian Prime Rate Loans in other amounts pursuant to Section 2.72.9. Upon receipt of any such notice from the Borrower or any Subsidiary relevant 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 or the relevant Subsidiary Borrower at the relevant Funding Office prior to 2:00 P.M., New York City time12:00 Noon, on the Borrowing Date requested by the such Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary such Borrower by the Administrative Agent crediting the an account of the Borrower or as directed by the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing 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. Each Revolving Lender shall make available to the Canadian Borrower Bankers’ Acceptance borrowings during the Revolving Commitment Period, in accordance with and pursuant to the procedures set forth in Section 2.6. Notwithstanding the foregoing, if after giving effect to any proposed Revolving Loan, the amount of the Total Revolving Extensions of Credit (other than Swingline Loans) would equal or exceed the Total Revolving Commitments less the aggregate of all Swingline Commitments, then: (a) the time for notice to request such proposed Revolving Loan shall (unless otherwise determined by the Administrative Agent in its sole discretion) be increased by one additional Business Day and (b) together with delivery of such notice of proposed Revolving Loan, a Responsible Officer of the relevant Borrower shall certify to the Administrative Agent and the Swingline Lenders in writing that, after giving effect to such Revolving Loan, the amount of the Total Revolving Extensions of Credit (including all outstanding Swingline Loans by way of account overdraft or otherwise) shall not exceed the Total Revolving Commitments.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, ; provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent an irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 A.M. (a) 12:00 Noon, New York City time, three (3) U.S. Government Securities Business Days prior to the requested Borrowing Date, in the case of Eurocurrency SOFR Loans, or (b) 12:00 Noon, New York City Time, on 1 Business Day prior to the date of the proposed borrowingrequested Borrowing Date, in the case of ABR Loans) (provided that any such notice Notice of a borrowing Borrowing of ABR Loans under the Revolving Facility to finance payments required by under Section 3.5 3.5(a) may be given not later than 12:00 Noon, New York City time, 10:00 A.M. on the date of the proposed borrowing), in each such case specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and Date, (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of LoanLoan and in the case of SOFR Loans, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as , and (iv) instructions for remittance of the proceeds of the applicable Loans to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollarsborrowed. If no Interest Period is specified with respect to any Eurocurrency Loan is specified in any such noticerequested SOFR Loan, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof); provided, provided that the Swingline Lender may request, on behalf of the Borrower or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7. Upon receipt of any such notice Notice of Borrowing from the Borrower or any Subsidiary 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 such borrowing available to the Administrative Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Revolving Loan Funding Office prior to 2:00 P.M., New York City time, 10:00 A.M. on the Borrowing Date requested by the Borrower in funds immediately available Same Day Funds to the Administrative Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify is designated in writing to the Administrative Agent in writing by the Borrower 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 AgentAgent or, if so specified in the Flow of Funds Agreement, the Administrative Agent shall wire transfer all or a portion of such aggregate amounts in accordance with the wire instructions specified for such purpose in the Flow of Funds Agreement.

Procedure for Revolving Loan Borrowing. The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments during the Revolving Commitment Period on any Business Day, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Paying Agent irrevocable notice (which notice must be received by the Administrative Paying Agent prior to (a) 12:00 Noon, New York City time, (a) three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Eurodollar Loans, or (b) 12:00 Noon, New York City Time, on one Business Day prior to the date of the proposed borrowingrequested 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 12:00 Noon, New York City time, on the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Eurodollar Loans, the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths of the initial Interest Period therefor. If no election as to Any Revolving Loans made on the Type of a Revolving Loan is specified in any such notice, then the requested borrowing Closing Date shall initially be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s durationLoans. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple of $100,000 in excess thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans in other amounts pursuant to Section 2.7). Upon receipt of any such notice from the Borrower or any Subsidiary Borrower, the Administrative Paying 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 Paying Agent for the account of the Borrower or the relevant Subsidiary Borrower at the Funding Office prior to 2:00 P.M.12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Paying Agent. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by the Administrative Paying Agent crediting the account of the Borrower or the relevant Subsidiary Borrower on the books of such office or such other account as the Borrower or relevant Subsidiary Borrower may specify to the Administrative Agent in writing with the aggregate of the amounts made available to the Administrative Paying Agent by the Revolving Lenders and in like funds as received by the Administrative Paying Agent.

Procedure for Revolving Loan Borrowing. (a) The Borrower and any Subsidiary Borrower may borrow under the Revolving Commitments on any Business Day during the period from and including the Closing Date to and excluding the Revolving Commitment Period on any Business DayTermination Date, provided that the Borrower or the relevant Subsidiary Borrower shall give the Administrative Agent irrevocable oral notice or written notice pursuant to a notice of borrowing, in substantially the form of Exhibit A hereto ("Notice of Borrowing") which notice must shall be received signed by the Administrative Agent prior to (a) 12:00 Noon, New York City time, three Business Days prior to Borrower and shall specify therein the requested (i) date of such Borrowing, (ii) Type of Revolving Loans comprising such Borrowing, (iii) aggregate amount of such Borrowing Dateand (iv) the Interest Period for each such Revolving Loan, in the case of Eurocurrency Loans, or any LIBOR Rate Loan,: (bi) 12:00 Noon, not later than 11:00 A.M. (New York City Time, time) on the third Business Day prior to the date of the proposed borrowing, Borrowing in the case of ABR Loansa LIBOR Rate Loan; (ii) (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 12:00 Noon, 11:00 A.M. (New York City time, ) on the Business Day immediately preceding the date of the proposed borrowing), specifying (i) the amount and Type of Revolving Loans to be borrowed, (ii) the requested Borrowing Date and (iii) in the case of Eurocurrency Loans, an Early Funding ABR Loan; and (iii) not later than 11:00 A.M. (New York City time) on the respective amounts of each such Type of Loan, the Currency with respect thereto and the respective lengths same Business Day of the initial Interest Period therefor. If no election as to the Type of a Revolving Loan is specified in any such notice, then the requested borrowing shall be an ABR Loan. If no Currency with respect to any Eurocurrency Loans is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have requested a borrowing in Dollars. If no Interest Period with respect to any Eurocurrency Loan is specified in any such notice, then the Borrower or the relevant Subsidiary Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each borrowing under the Revolving Commitments shall be in an amount equal to (x) proposed Borrowing in the case of any other ABR LoansLoan. With respect to any oral notice of borrowing given by the Borrower, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $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 or any Subsidiary Borrower, borrowings under the Revolving Commitments that are ABR Loans shall promptly thereafter confirm such notice in other amounts writing pursuant to Section 2.7a Notice of Borrowing. Upon receipt of any such notice from the Borrower or any Subsidiary Borrowernotice, the Administrative Agent shall promptly notify each Revolving Lender Bank thereof. Each Revolving Lender will Bank shall, before 1:00 P.M. (New York City time) on the date of such Borrowing, make the amount of its pro rata share of each borrowing available to the Administrative Agent for at the Funding Office, in immediately available funds, such Bank's applicable Revolving Percentage of such Borrowing; provided, however, that, in the event of a requested ABR Loan with respect to which the Borrower has delivered its Notice of Borrowing on the Business Day immediately preceding the requested Borrowing Date (an "Early Funding ABR Loan"), each Bank shall make its applicable Revolving Percentage of such Borrowing available before 10:00 A.M. (New York City time) on the requested Borrowing Date. The Administrative Agent shall, no later than 2:00 P.M. (New York City time) on such date (or no later than 11:00 A.M. (New York City time), in the case of an Early Funding ABR Loan), make available to the Borrower the proceeds of the Revolving Loans received by the Administrative Agent hereunder by crediting such account of the Borrower or which the relevant Subsidiary Administrative Agent and the Borrower shall from time to time designate. Each Notice of Borrowing shall be irrevocable and binding on the Borrower. (b) Unless the Administrative Agent shall have received notice from a Bank at the Funding Office least two hours prior to 2:00 P.M.the applicable time described in clause (a) above by which such Bank is required to deliver its funds to the Administrative Agent with respect to any Borrowing that such Bank will not make available to the Administrative Agent such Bank's applicable Revolving Percentage of such Borrowing, New York City time, the Administrative Agent may assume that such Bank has made such portion available to the Administrative Agent on the date of such Borrowing Date requested by in accordance with Section 2.2(a) and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in funds on such date a corresponding amount. If such amount is made available to the Administrative Agent on a date after such date of Borrowing, such Bank shall pay to the Administrative Agent on demand an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Bank's applicable Revolving Percentage of such Borrowing, times (iii) a fraction, the numerator of which is the number of days that elapse from and including such date of Borrowing to the date on which such Bank's applicable Revolving Percentage of such Borrowing shall have become immediately available to the Administrative AgentAgent and the denominator of which is 360. Such borrowing will then be made available to the Borrower or the relevant Subsidiary Borrower by A certificate of the Administrative Agent crediting submitted to any Bank with respect to any amounts owing under this Section 2.2(b) shall be conclusive in the account absence of the Borrower or the relevant Subsidiary Borrower on the books of manifest error. If such office or such other account as the Borrower or relevant Subsidiary Borrower may specify Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Bank's Revolving Loan as part of such Borrowing for purposes of this Agreement. If such Bank's applicable Revolving Percentage of such Borrowing is not in writing with the aggregate of the amounts fact made available to the Administrative Agent by such Bank within one (1) Business Day of such date of Borrowing, the Administrative Agent shall be entitled to recover such amount with interest thereon at the rate per annum, equal to (i) the ABR (in the case of ABR Loans) or (ii) the Federal Funds Effective Rate (in the case of LIBOR Rate Loans), on demand, from the Borrower. (c) The failure of any Bank to make the Revolving Lenders and in like funds Loan to be made by it as received part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Revolving Loan on the date of such Borrowing, but no Bank shall be responsible for the failure of any other Bank to make the Revolving Loan to be made by such other Bank on the Administrative Agentdate of any Borrowing.