Common use of Request for Borrowing Clause in Contracts

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice by telephone, facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) at least three (3) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; a LIBOR Rate Loan; (ii) three (3) Business Days prior shall be furnished to the proposed Administrative Agent no later than 10:00 a.m. (New York time) on the requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency an Alternate Base Rate Option applies; Loan; and (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option; (C) the Interest Period for LIBOR Rate Loans, if applicable; (D) the currency as Dollars; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) in respect of a LIBOR Rate Loan or 11:00 a.m. in respect of an Alternate Base Rate Loan shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent initial advance under this Credit Agreement), 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice a Borrowing Request not later than: (a) in the case of an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (ior such later time as the Administrative Agent may agree in its sole discretion) each or (b) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the Closing Date. The Borrowing Request must specify: (1) the principal amount of Tranche B Term Loans to be borrowed; (2) the requested date of the Borrowing hereunder(which will be a Business Day); (3) the Type of Tranche B Term Loans to be borrowed; (4) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which notice shall will be in writing a period contemplated by the definition of the term “Interest Period”; and (a “Request for Borrowing”), 5) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified in the form of Exhibit B hereto. Each Request for applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice by telephone, facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) at least three (3) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; a LIBOR Rate Loan; (ii) three (3) Business Days prior shall be furnished to the proposed Administrative Agent no later than 11:00 a.m. (New York time) on the requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency an Alternate Base Rate Option applies; Loan; and (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option; (C) the Interest Period for LIBOR Rate Loans, if applicable; (D) the currency as Dollars; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) in respect of a LIBOR Rate Loan or 11:00 a.m. in respect of an Alternate Base Rate Loan shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent initial advance under this Credit Agreement), 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: Agent (i) no later than 10:00 a.m. (Eastern time) on the requested date of the funding of a Prime Rate Loan, and (ii) no later than 10:00 a.m. at least one (1) U.S. Government Securities Business Day prior to the requested date of Borrowing in the case of a Daily Simple SOFR Loan, and (iii) no later than 12:00 p.m. (Eastern time) at least three (3) U.S. Government Securities Business Days prior to the proposed requested date of Borrowing Date with respect to in the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making fundingcase of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any LIBOR RateTerm SOFR Loan, ; provided that any such request received by Administrative Agent after 3:00 11:00 a12:00 p.m. (Eastern time) ( 12 noon for Base (or, with respect to a Prime Rate OptionLoan or Daily Simple SOFR Loan, 10:00 a.m. (Eastern time) and with respect to a Term SOFR Loan, 12:00 p.m. (Eastern time)) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate OptionOption if such Loan is to be funded in Dollars, and if applicable, the Interest Period, (D) the Borrowers Borrower making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable), and (F) the currency[reserved]; and (iii) shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated and, only to the date of such Request for Borrowingextent applicable, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each If a Request for Borrowing submitted by the relates to a Term SOFR Loan but does not specify an Interest Period, then Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3one month’s duration.

Request for Borrowing. The applicable Borrower To request a Revolving Loan Borrowing, the Company shall give notify the Administrative Agent notice of (i) each requested Borrowing hereunder, which notice shall be such request either in writing (delivered by hand or facsimile) in a “Request for form approved by the Administrative Agent and signed by the Company or by telephone (a) in the case of a SOFR Borrowing”, not later than 12:30 p.m. Eastern Standard Time, three U.S. Government Securities Business Days (or with respect to a Borrowing on the Closing Date, two U.S. Government Securities Business Day) before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, including an ABR Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.23(5), in not later than 12:30 p.m., Eastern Standard Time, on the form date of Exhibit B heretothe proposed Borrowing. Each such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request signed by the Company. Each such telephonic and written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.01: (i1) three (3) Business Days prior to the proposed aggregate amount of the requested Borrowing Date with respect to and a breakdown of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesseparate wires comprising such Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B2) the date of such Borrowing, which shall be a U.S. Government Securities Business Day, ; (C3) whether such Borrowing is to be an ABR Borrowing or a SOFR Borrowing; (4) in the Interest Rate Option, and if applicablecase of a SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” If no election as to the Type of Borrowing is specified, (D) then the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and requested Borrowing shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for ABR Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing If no Interest Period is specified with respect to the Lenders. Each Request for Borrowing submitted by any requested SOFR Loan, then the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing; and (5) the location and number of the applicable Borrower’s account to which funds are to be disbursed.

Request for Borrowing. The applicable Each Request for Borrowing shall be in the form attached hereto as EXHIBIT C (with blanks appropriately completed in conformity herewith) and shall be deemed to constitute a representation and warranty by Borrower shall give Administrative Agent notice of that: (i) each requested Borrowing hereunder, which notice shall be The representations and warranties set forth in writing (a “Section 8 hereof are true and correct in all material respects on and as of the date of such Request for Borrowing”, with the same force and effect as if made on and as of such date (except to the extent of changes in facts or circumstances that have been disclosed to Lenders and do not constitute an Event of Default or a Potential Default under this Credit Agreement or any other Loan Document); (ii) No Event of Default or, in to its knowledge, Potential Default exists and is continuing at such date; and (iii) After giving effect to such Borrowing the form Principal Obligation will not exceed the Available Commitment as of Exhibit B heretosuch date. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent binding on Borrower and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Optionapplicable Qualified Borrower, and Borrower and, if applicable, the Interest PeriodQualified Borrower, (D) shall indemnify Lenders against any cost, loss, or expense incurred by Lenders, or any of them, as a result of any failure to fulfill, on or before the Borrowers making date specified in the Request for Borrowing, and (E) the conditions to such Borrowing set forth herein, including, without limitation, any cost, loss, or expense incurred by reason of the liquidation or redeployment of the deposits or other funds acquired by Lenders, or any of them, to fund the Borrowing to be made by Lenders as a part of such Borrowing when such Borrowing, as a result of such failure, is not made on such date. A certificate of Administrative Agent setting forth the amount of each Loan attributable to each Borrower (if applicable); any such cost, loss or expense, and the basis for the determination thereof and the calculation thereof, shall be accompanied delivered to Borrower and the applicable Qualified Borrower and shall, in the absence of a manifest error, be conclusive and binding. Notwithstanding any provision to the contrary contained in this SECTION 2.3, Borrower and the applicable Qualified Borrower, shall not be required to indemnify Lenders against any costs, loss or preceded expenses incurred by (x) Lenders, or any of them, as a duly executed Borrowing Base Certificate dated result of the liquidation or redeployment of funds due to Borrower's failure to fulfill, on or before the date of such Request specified for a Reference Rate Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for such Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3set forth herein.

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice by telephone, facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) at least three (3) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; a LIBOR Rate Loan; (ii) three (3) Business Days prior shall be furnished to the proposed Administrative Agent no later than 1011:00 a.m. (New York time) on the requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency an Alternate Base Rate Option applies; Loan; and (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option; (C) the Interest Period for LIBOR Rate Loans, if applicable; (D) the currency as Dollars; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) in respect of a LIBOR Rate Loan or 11:00 a.m. in respect of an Alternate Base Rate Loan shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent initial advance under this Credit Agreement), 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt by an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated FirstSecond Amendment Effective Date (or such later time as the Administrative Agent and shall be furnished to Administrative Agent: may agree in its sole discretion) or (ib) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated FirstSecond Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the FirstSecond Amendment Effective Date. The Borrowing Date with respect Request must specify: (1) the principal amount of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesbe borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (35) Business Days prior the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable substantially in the form attached hereto as Exhibit E (with blanks appropriately completed in conformity herewith and effective upon receipt signed by Administrative Agent a Responsible Officer of the applicable Borrower), shall be delivered to the Agency Services Address, and shall be furnished deemed to Administrative Agent: constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (iand, additionally, it is agreed by each other Borrower that it shall also be deemed to constitute a representation and warranty by each such Borrower as to itself) three that the conditions (3) Business Days prior other than the qualification that any condition is satisfactory to the proposed Borrowing Date Administrative Agent or its counsel) specified in Sections 6.1 (with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; initial advance under this Credit Agreement), 6.2 and 6.3 hereof (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies initial advance under this Credit Agreement to which the Eurocurrency Rate Option applies; (iiia Qualified Borrower) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing, and that: (i) The representations and warranties herein (other than those in Section 7.8 hereof, which shall be replaced with the condition in Section 2.3(a)(ii) below) and in the other Loan Documents are true and correct in all material respects on and as of the date of such Request for Borrowing, with the same force and effect as if made on and as of such date (except to the extent of changes in facts or circumstances that have been disclosed in writing to the Administrative Agent and do not constitute an Event of Default or a Potential Default or to the extent such representations and warranties relate to an earlier or specific date); (ii) No Event of Default or, to its knowledge, Potential Default under Section 10.1(a), (e), (f), (g), (h), (i), (j), (o) or (p) exists and is continuing at such date; (iii) Other than as disclosed to the Administrative Agent in writing, the Borrowers have no knowledge or reason to believe any Investor would be entitled to exercise an excuse or exemption right (including any Investment Exclusion Event) under the Initial Borrower’s Constituent Documents, any Subscription Agreement or any Side Letter with respect to any Investment being acquired in whole or in part with any proceeds of the related Loan (provided, that if the Borrowers have disclosed a potential excuse or exemption right (including any Investment Exclusion Event) to the Administrative Agent in writing, the excused portion of the applicable Investor’s or Investors’ Unused Commitment shall be excluded from the calculation of the Available Commitment with respect to the applicable Borrowing, but the requesting Borrower(s) shall not be prohibited from Borrowing upon satisfaction of the other conditions therefor); and (iv) After giving effect to such Borrowing (i) the Dollar Equivalent of the Principal Obligations as of such date will not exceed the Available Commitment as of such date and (ii) the Alternate Currency Liability as of such date will not exceed the Alternate Currency Sublimit as of such date. No Each Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information revocable, subject to Section 2.3(h) and other documents required to be delivered in accordance Borrowers’ compliance with this Section 2.34.6 hereof.

Request for Borrowing. The Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall be made upon the applicable Borrower shall give Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent notice of a Loan Notice (i) and each requested Borrowing hereunder, which notice shall Loan Notice submitted by a Qualified Borrower must be in writing (countersigned by a “Request for Borrowing”Responsible Officer of Borrower), in the form of Exhibit B hereto. Each Request for Borrowing shall such Loan Notice must be irrevocable and effective upon receipt received by Administrative Agent and shall be furnished to Administrative Agent: not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the proposed requested date of any Borrowing Date with respect of, conversion to the making or continuation of LIBOR Rate Loans denominated in Dollars or of any conversion of LIBOR Rate Loans to which the Term SOFR or Daily Simple SOFR Option applies; Base Rate Loans; and (ii) three one (31) Business Days Day prior to the proposed requested date of any Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business DayLoans. Each Request for Borrowing Loan Notice shall specify specify: (A) whether the amount of such Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of such the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, ); (C) the Interest Rate Optionprincipal amount of Loans to be borrowed, and converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, 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 LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall it will be deemed to be a representation and warranty that the conditions have specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as an Interest Period of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3one month.

Request for Borrowing. The applicable Borrower shall give Any of the Borrowers will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated date of Borrowing shall be irrevocable and effective upon receipt by (or such later time as the Administrative Agent and shall be furnished to Administrative Agent: may agree in its sole discretion) or (ib) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated date of Borrowing Date with respect to (or such later time as the making Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on such date of Loans denominated in Dollars to which Borrowing. The Borrowing Request must specify: (1) the principal amount of the Term SOFR or Daily Simple SOFR Option appliesLoans of each Class to be borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of the Term Loans of each Class to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (35) Business Days prior the location and number of such Borrower’s account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to the Base Rate Option for any Loanapplicable Borrowing Request, provided that any then such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that such bank account or accounts as designated by such Borrower in the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Request.

Request for Borrowing. The applicable Each Borrowing by Borrower hereunder shall give Administrative Agent be made upon Borrower’s delivery of an irrevocable notice of (i) each requested Borrowing hereunderto Lender, which notice shall be in writing (a “Request for Borrowing”), substantially in the form of Exhibit B 2.3(a) attached hereto (the “Notice of Advance”), and any additional information reasonably required by Lender with respect to determining compliance with the requirements for the Eligible PE Funds, as set forth in Schedule A attached hereto. Each Request for Borrowing shall Notice of Advance must be irrevocable and effective upon receipt received by Administrative Agent and shall be furnished to Administrative Agent: Lender not later than 11:00 a.m. at least: (i) three two (32) Business Days prior to the proposed requested date of any Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; any LIBOR Advance; and (ii) three on the same Business Day of the requested date of any Borrowing of any Prime Rate Advance. With respect to a maturing LIBOR Advance, Borrower shall give Lender, prior to 11:00 a. m. (3New York City time), at least two (2) Business Days prior to the proposed Borrowing Date with respect to the making expiration of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making each Interest Period, written or telephonic notice of a Loan to which rate election in the Base Rate Option applies form of a Notice of Continuation or the last day Notice of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such BorrowingConversion, which shall be a Business Day, (C) the Interest Rate Optionirrevocable, and if applicableshall specify which portion of a Loan shall be Continued as or Converted to a Prime Rate Advance or a LIBOR Advance, as the case may be, subject to the requirements set forth herein. If Borrower fails to give either a Notice of Continuation or Notice of Conversion when required, that portion of any Loan for which no Notice of Continuation or Notice of Conversion shall Convert to a Prime Rate Advance, from and after the expiry date of the then current Interest Period, until such time as Borrower shall give Lender a timely Notice of Continuation or Notice of Conversion therefor (Dsubject to Section 2.3(c)(iii) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicablehereof); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing Notice of Advance submitted by the Borrowers Borrower shall be deemed to be a representation and warranty that there does not exist (and after giving effect to the requested Loan there will not exist) any continuing Event of Default, or any event, the giving of notice of which or with the lapse of time or both, would become an Event of Default, hereunder on and as of the date of the applicable Borrowing or interest rate election, and that the conditions specified in Sections 6.1 6.1, 6.2 and 6.2 and, to the extent applicable, Section 6.3, as applicable (except for any such conditions which have been waived, with or without conditions, by Lender) have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3interest rate election.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt by an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (or such later time as the Administrative Agent and shall be furnished to Administrative Agent: may agree in its sole discretion) or (ib) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated Closing Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the Closing Date. The Borrowing Date with respect Request must specify: (1) the principal amount of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesbe borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (35) Business Days prior the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give Administrative Each request by Borrowers to Agent notice of for a Borrowing under Section 2.01 hereof (ia "Request for Borrowing") each requested Borrowing hereunder, which notice shall be in writing and specify the aggregate amount of such requested Borrowing, the requested date of such Borrowing, and, when the Request for Borrowing specifies a Eurodollar Borrowing, the Interest Period which shall be applicable thereto; provided, however, that the aggregate number of unpaid Eurodollar Borrowings shall not exceed five (5) at any time. Borrowers shall furnish to Agent the Request for Borrowing by at least 11:00 a.m. (Fort Worth time) three (3) Eurodollar Business Days prior to the requested Eurodollar Borrowing date (which must be a “Eurodollar Business Day) and by at least 11:00 a.m. (Fort Worth time) on the requested borrowing date (which must be a Business Day) for a Floating Base Advance. Any Request for Borrowing shall: (i) in the case of a Floating Base Borrowing, be in the form attached hereto as EXHIBIT "C," and (ii) in the case of a Eurodollar Borrowing, be in the form attached hereto as EXHIBIT "D." Each Floating Base Borrowing shall be in an aggregate principal amount of five hundred thousand dollars ($500,000.00) or any higher integral multiple of one hundred thousand dollars ($100,000.00). Each Eurodollar Borrowing shall be in an amount of at least one million dollars ($1,000,000.00) or any higher integral multiple of $1,000,000.00. Prior to making a Request for Borrowing”), in Borrowers may (without specifying whether the form anticipated Borrowing shall be a Floating Base Borrowing or Eurodollar Borrowing) request that Agent provide Borrowers with the most recent Interbank Offered Rate available to Agent. Agent shall endeavor to provide such quoted rates to Borrowers on the date of Exhibit B heretosuch request. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with binding on Borrowers and, in respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect specified in such Request for Borrowing, Borrowers shall indemnify each Bank against any cost, loss or expense incurred by such Bank as a result of any failure to fulfill, on or before the making of a Loan date specified for such Borrowing, the conditions to which the Base Rate Option applies such Advance set forth herein, including without limitation, any cost, loss or the last day expense incurred by reason of the preceding Interest Period with respect liquidation or reemployment of deposits or other funds acquired by any Bank to fund the conversion Advance to the Base Rate Option for any Loanbe made by such Bank as part of such Borrowing when such Advance, provided that any as a result of such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers failure, is not made on the next succeeding Business Daysuch date. Each After receiving a Request for Borrowing in the manner provided herein, Agent shall specify promptly notify each Bank by telephone (A) confirmed immediately by telecopy, telex or cable), telecopy, telex or cable of the amount of the Borrowing and such Bank's pro rata share of such Borrowing, (B) the date of such Borrowingon which the Borrowing is to be made, which shall be a Business Daythe interest option selected and, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Period selected.

Request for Borrowing. The applicable To request the initial Borrowing, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested in the case of a Eurodollar Borrowing, not later than 1:00 p.m., New York City time, three Business Days before the date of the proposed Borrowing hereunderor (b) in the case of an ABR Borrowing, which notice not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Any such telephonic Borrowing Request shall be in writing (irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a “written Borrowing Request for Borrowing”), in the form of Exhibit B heretohereto and signed by the Borrower. Each Such telephonic and written Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period;” and (Cv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of one month’s duration. Promptly following receipt of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Subject to Section 4.01(2), the Borrower shall give will deliver to the Administrative Agent notice of a Borrowing Request not later than 12:00 p.m., New York City time, one Business Day prior to the anticipated Closing Date, requesting that the Lenders make Term Loans on the Closing Date (i) each requested Borrowing hereunderor such later date or time as the Administrative Agent may agree), which notice shall Borrowing Request may be in writing conditioned on the consummation of the Acquisition. The Borrowing Request must specify: (1) the principal amount of Term Loans to be borrowed; (2) the requested date of the Borrowing (which will be a “Request for Borrowing”Business Day), ; (3) the Type of Term Loans to be borrowed; (4) in the form case of Exhibit B heretoa Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (5) the location and number of the Borrower’s account to which funds are to be disbursed (which, for the avoidance of doubt, may be provided by reference to a separate “funds flow” document). Each Request for If no election as to the Type of Borrowing is specified in the applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt by an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated ClosingFirst Amendment Effective Date (or such later time as the Administrative Agent and shall be furnished to Administrative Agent: may agree in its sole discretion) or (ib) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated ClosingFirst Amendment Effective Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the ClosingFirst Amendment Effective Date. The Borrowing Date with respect Request must specify: (1) the principal amount of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesbe borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of Tranche B-1 Term Loans and/or Tranche B-2 Term Loans to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (35) Business Days prior the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Each Base Rate Borrowing hereunder, which notice shall be in writing made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished personally delivered or sent by registered or certified mail (postage prepaid, return receipt requested), overnight courier, electronic mail (at such email address as Agent may designate to Administrative AgentBorrower in accordance herewith), or telefacsimile to Agent at the address (or its email address or telefacsimile number) indicated on Exhibit 11.3 attached hereto, as follows: (i) three (3) for a Base Rate Borrowing, Borrower shall give Agent notice not later than noon Pacific Time 1 Business Days Day prior to the proposed date on which such Borrowing Date with respect is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Borrowing, Borrower shall give Agent notice no earlier than two (32) Eurodollar Business Days prior before and no later than noon Pacific Time on the day the LIBOR Rate Borrowing is to be made, and such notice shall specify (among other things) that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the provisions of this Article II); provided, however, that no Borrowing shall be available as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing, and any outstanding LIBOR Rate Loan will be deemed to be a LIBOR Rate Loan with an Interest Period of one (1) month upon expiration of the applicable Interest Period. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Agent not later than noon, Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon, Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders, not later than 1:00 p.m. (Pacific time) on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan) or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by email, telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 10:00 a.m. (Pacific time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans from the Lenders, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to Borrower’s Designated Account; provided, that Agent shall not request any Lender to make, and no Lender shall have an obligation to make, any Loan if Agent shall have actual knowledge that (i) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (ii) the requested Loan would exceed the Availability on such Funding Date. (e) Each Request for Borrowing shall (i) specify, if applicable, among other information, the identity of the Excluded Fund(s) that the proceeds of such Borrowing will be used by Borrower to invest in and the amount of each such Investment and (ii) include a description of all Margin Securities (if any) held or to be acquired by any Loan Party in connection with such Borrowing (including the name of the issuer of such Margin Securities, the owner (or proposed Borrowing Date owner) thereof and the number of shares of each class of Margin Securities held or to be acquired by such Person), and the market value thereof, together with a description of the other Collateral held by such Loan Party in each case with such detail as may be required to enable Lender to comply with its obligations under Regulation U, and any other related information reasonably requested by Lender, and, upon request of the Lender, Borrower will provide a Borrower-prepared financial report with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; Loan Parties (iii) three (3) Business Days prior to the proposed Borrowing Date including a Borrower-prepared balance sheet with respect to the making Loan Parties) as of the end of the most recent fiscal month then ended. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) (i) Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (i) first, to each other Non-Defaulting Lender ratably in accordance with their Revolving Credit Facility Commitments (but only to the extent that such Defaulting Lender’s Loan was funded by such other Non-Defaulting Lender), (ii) second, to a suspense account maintained by Agent, the proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of Borrower (upon the request of Borrower and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans denominated (or other funding obligations) hereunder, and (iii) third, from and after the date when all other Obligations have been paid in Alternative Currencies full, to which such Defaulting Lender in accordance with tier (i) of Section 2.4(a)(ii). Subject to the Daily Simple RFR Option applies; and/or (iv) foregoing, Agent may hold and, in its Permitted Discretion, re-lend to Borrower for the same Business Day account of such Defaulting Lender the proposed Borrowing Date amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b), such Defaulting Lender shall be deemed not to be a Loan “Lender” and such Lender’s Revolving Credit Facility Commitment shall be deemed to which be zero; provided, that the Base Rate Option applies or the last day foregoing shall not apply to any of the preceding Interest Period matters governed by Section 11.2(a)(i) through (iii). This Section shall remain effective with respect to such Defaulting Lender until the conversion earlier of (x) the Non-Defaulting Lenders, Agent, and Borrower shall have waived such Defaulting Lender’s default in writing, or (y) the Defaulting Lender makes its Pro Rata Share of the applicable Loans and pays to Agent all amounts owing by Defaulting Lender in respect thereof and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section shall not be construed to increase or otherwise affect the Revolving Credit Facility Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by Borrower of its duties and obligations hereunder to Agent or to the Base Rate Option Lenders other than such Defaulting Lender. Any such failure to fund by any Defaulting Lender shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for any Loana substitute Lender to assume the Commitment of such Defaulting Lender, provided such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Dayoutstanding Obligations (other than Bank Product Obligations) without any premium or penalty of any kind whatsoever; provided, however, that any such assumption of the Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. Each Request In the event of a direct conflict between the priority provisions of this Section 2.6(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.6(g) shall control and govern. (h) Agent, as a non-fiduciary agent for Borrowing Borrower, shall specify (A) maintain a register showing the principal amount of the Loans, the portions thereof owing to each Lender, and the interests therein of each Lender, from time to time and such Borrowingrecords shall, absent manifest error, conclusively be presumed to be correct and accurate. (Bi) the date of such Borrowing, which All Loans shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolving Credit Facility Commitment of any Lender be increased or decreased as a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingresult of any failure by any other Lender to perform its obligations hereunder, and (Eii) the amount of each Loan attributable no failure by any Lender to each Borrower (if applicable); and perform its obligations hereunder shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy excuse any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender from its obligations hereunder.

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice by telephone, facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) at least three (3) U.S. Government Securities Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; a LIBOR RateSOFR Loan; (ii) three (3) Business Days prior shall be furnished to the proposed Administrative Agent no later than 11:00 a.m. (New York time) on the requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency an Alternate Base Rate Option applies; Loan; and (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option; (C) the Interest Period for LIBOR RateSOFR Loans, if applicable; (D) the currency as Dollars; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) in respect of a LIBOR RateSOFR Loan or 11:00 a.m. in respect of an Alternate Base Rate Loan shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent initial advance under this Credit Agreement), 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Loan shall be in writing made on a Business Day. (b) Each Loan that is proposed to be made after the Closing Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to the Administrative Agent at the address provided in Exhibit 11.3, by the Borrower giving the Administrative Agent notice at least ten (10) Business Days before the date the Loan is to be made, and such notice shall specify that a Loan is requested and state the amount (subject to the provisions of this Article II). (c) If the notice provided for in clause (b) of this Section 2.5 with respect to a Loan is received by the Administrative Agent not later than 1:00 p.m. (Eastern Time), on a Business Day, such day shall be furnished treated as the first Business Day of the required notice period. In any other event, such notice will be treated as having been received immediately before 1:00 p.m. (Eastern Time) of the next Business Day and such day shall be treated as the first Business Day of the required notice period. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.5(b), the Administrative Agent shall notify the Lenders on the same Business Day that the Administrative Agent receives such Request for Borrowing (or the next Business Day of such Request for Borrowing is received after 1:00 p.m. (Eastern Time) on such Business Day), by electronic mail (in a format bearing a copy of the signature(s) required thereon) or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to the Administrative Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (Eastern Time) on the Funding Date applicable thereto. After the Administrative Agent:’s receipt of all proceeds of such Loans, the Administrative Agent shall make the proceeds thereof available to the Borrower on the applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by the Borrower to be sent to the Borrower in the applicable Request for Borrowing or apply such proceeds (after deduction of any Lender Group Expenses) as directed by the Borrower. (e) Unless the Administrative Agent receives written notice from a Lender, prior to 12:00 p.m. (Eastern Time) on the date of such Loan, that such Lender will not make available as and when required hereunder to the Administrative Agent for the account of the Borrower the amount of that Lender’s Pro Rata Share of the Loan, the Administrative Agent may assume that each Lender has made or will make such amount available to the Administrative Agent in immediately available funds on the Funding Date and the Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender (other than the Administrative Agent) shall not have made its full amount available to the Administrative Agent in immediately available funds and the Administrative Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to the Administrative Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by the Administrative Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Administrative Agent shall constitute such Lender’s Loan on the date of such Loan for all purposes of this Agreement. If such amount is not made available to the Administrative Agent on the Business Day following the Funding Date, the Administrative Agent will notify Borrower of such failure to fund and, upon demand by the Administrative Agent, the Borrower shall pay such amount to the Administrative Agent for the Administrative Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrower against the Defaulting Lender. (f) Notwithstanding the provisions of Section 2.3(a)(ii), the Administrative Agent shall not be obligated to transfer to a Defaulting Lender any payments made by the Borrower to the Administrative Agent for the Defaulting Lender’s benefit or any Proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, the Administrative Agent shall transfer any such payments (i) three first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder, (3ii) Business Days second, as the Borrower may request (so long as no Default or Event of Default exists), to the funding of any Loan in respect of which such Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Required Agents, (iii) third, if so determined by the Required Agents and the Borrower, to be held in a deposit account and released pro rata in order to satisfy such Defaulting Lender’s potential future funding obligations with respect to Loans under this Agreement, (iv) fourth, to the payment of any amounts owing to the Lenders as a result of any judgment of a court of competent jurisdiction obtained by any Lender against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement, (v) fifth, so long as no Default or Event of Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement, and (vi) sixth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans in respect of which such Defaulting Lender has not fully funded its appropriate share, and (y) such Loans were made at a time when the conditions set forth in Section 3.2 were satisfied or waived, such payment shall be applied solely to pay the Loans of all Non-Defaulting Lenders on a pro rata basis prior to being applied to the proposed Borrowing Date payment of any Loans of such Defaulting Lender until such time as all Loans are held by the Lenders in accordance with their Pro Rata Share. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender pursuant to this Section 2.5(f) shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Loans denominated Pro Rata Share in Dollars connection therewith) and for the purpose of calculating the fee payable under Section 2.9(b), such Defaulting Lender shall be deemed not to which be a “Lender” and such Lender’s Term Loan Commitment shall be deemed to be zero; provided, that the Term SOFR or Daily Simple SOFR Option applies; foregoing shall not apply to any of the matters governed by Sections 11.2(a) through (ii) three (3) Business Days prior to the proposed Borrowing Date c). This Section shall remain effective with respect to such Defaulting Lender until the making earlier of Loans denominated (y) the date on which all of the non-Defaulting Lenders, the Required Agents and the Borrower shall have waived, in Alternative Currencies writing, the application of this Section 2.5(f) to such Defaulting Lender, or (z) the date on which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to the proposed Borrowing Date with Administrative Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by the Required Agents, provides adequate assurance of its ability to perform its future obligations hereunder (on which earlier date, so long as no Event of Default has occurred and is continuing, any remaining cash collateral held by the Collateral Agent pursuant to Section 2.5(f)(ii) shall be released to the making Borrower). The operation of Loans denominated this Section shall not be construed to increase or otherwise affect the Term Loan Commitment of any Lender, if any, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by the Borrower of its duties and obligations hereunder to the Agents or to the Lenders other than such Defaulting Lender. Any failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle the Borrower at its option, upon written notice to the Agents, to arrange for a substitute Lender to assume the Term Loan Commitment of such Defaulting Lender, such substitute Lender to be reasonably acceptable to the Required Agents. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day favor of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided substitute Lender (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Day. Each Request for Borrowing shall specify outstanding Obligations (A) including all interest, fees, and other amounts that may be due and payable in respect thereof); provided, that any such assumption of the amount Term Loan Commitment of such BorrowingDefaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or the Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund, including Borrower’s right to require Defaulting Lender to reimburse the Borrower for any fees, charges or expenses incurred by the Borrower under this Section 2.5(f) as a result of the failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder. In the event of a direct conflict between the priority provisions of this Section 2.5(f) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.5(f) shall control and govern. (Bg) the date of such Borrowing, which All Loans shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingresult of any failure by any other Lender to perform its obligations hereunder, and (Eii) the amount of each Loan attributable no failure by any Lender to each Borrower (if applicable); and perform its obligations hereunder shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy excuse any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan or Letter of Credit that is proposed to be made after the Restatement Effective Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by Administrative facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent and shall be furnished to Administrative Agent:Issuing Bank as provided in Section 11.3. (i) for a Base Rate Loan, Borrower shall give Agent notice at least one (1) Business Day prior to the date that is the requested Funding Date, and such notice shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II). (ii) for a LIBOR Rate Loan, Borrower shall give Agent notice at least three (3) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the proposed Borrowing Date with respect provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. At any time that an Event of Default has occurred and is continuing, Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the making rate then applicable to Base Rate Loans hereunder. If Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the conversion amount determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any Loan, provided amount or amounts that any Agent or such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate OptionLender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.6 (i) with respect to have a Base Rate Loan or a LIBOR Rate Loan denominated in Dollars is received by Agent not later than 1:00 p.m. New York time or (ii) with respect to a LIBOR Rate Loan denominated in an Alternative Currency is received by Agent not later than 10:00 a.m. London time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been given by Borrowers on received immediately before 1:00 p.m. New York time (or 10:00 a.m. London time), of the next succeeding Business Day or Eurodollar Business Day. , as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify specify, among other information, (Ai) whether the applicable Loan or Letter of Credit will be used for the Loan Parties’ general working capital purposes or to fund an Investment in an Ares Fund (and if the latter, the identity of the Ares Fund(s) that the proceeds of such Loan will be used by Borrower to invest in and the amount of each such Investment, if applicable), (ii) after giving effect to such Loan or Letter of Credit, the outstanding amount of Loans and Letters of Credit that have been used to finance an Investment in each Ares Fund (by Ares Fund), and the outstanding amount of all Loans and Letters of Credit that have been used for the Loan Parties’ general working capital purposes, (iii) with respect to any Ares Fund as to which the proceeds of Loans are to be used to fund investments, the fair market value of the investments of the Loan Parties in such Ares Fund, (iv) with respect to any Margin Securities held by any Loan Party, a description of such Margin Securities as well as the fair market value thereof as of the date of such Request for Borrowing and (v) the amount of the proceeds of such Loan that will be made available to each of Ares Holdings, Ares Domestic Holdings, Ares Investments, Ares Real Estate, or another entity comprising Borrower. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), Agent shall notify the Lenders not later than 2:00 p.m. Local Time, on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. Local Time on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by (w) transferring to the Ares Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Holdings or another entity comprising Borrower (other than Ares Domestic Holdings, Ares Investments or Ares Real Estate) in the applicable Request for Borrowing, (Bx) transferring to the date of such Ares Domestic Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Domestic Holdings in the applicable Request for Borrowing, which shall , (y) transferring to the Ares Investments Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be a Business Day, (C) sent to Ares Investments in the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the applicable Request for Borrowing, and (Ez) transferring to the Ares Real Estate Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Real Estate in the applicable Request for Borrowing ; provided, however, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the amount of each requested Loan attributable would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to each Borrower the Restatement Effective Date or, with respect to any Loan after the Restatement Effective Date, prior to 10:00 a.m. (if applicable); and shall be accompanied or preceded by (xNew York time) a duly executed Borrowing Base Certificate dated on the date of such Request Loan, that such Lender will not make available as and when required hereunder to Agent for Borrowingthe account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (y) but shall not be so required), in reliance upon such documents as are required assumption, make available to satisfy Borrower on such date a corresponding amount. If and to the extent any applicable conditions precedent as provided Lender shall not have made its full amount available to Agent in Section 6.2immediately available funds and Agent in such circumstances has made available to Borrower such amount, and (z) an Investment Report dated that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of such Request Loan for Borrowingall purposes of this Agreement. Administrative If such amount is not made available to Agent shall promptly give notice on the Business Day following the Funding Date, Agent will notify Borrower of each Request for Borrowing such failure to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 fund and, upon demand by Agent, Borrower shall pay such amount to the extent applicableAgent for Agent’s account, Section 6.3, have been satisfied on and as of together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable Borrowingat the time to the Loans comprising such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. No Request for Borrowing The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be valid hereunder responsible for the failure of any purpose unless it shall have been accompanied or preceded by other Lender to make the information and other documents required Loan to be delivered in accordance with this Section 2.3made by such other Lender on any Funding Date.

Request for Borrowing. The applicable Subject to Section 4.01(2) and the final paragraph of this Section 2.03, the Borrower shall give will deliver to the Administrative Agent notice a Borrowing Request not later than 12:00 p.m., New York City time, one Business Day prior to the date of (i) each requested Borrowing hereunder(or such later date or time as the Administrative Agent may agree), requesting that the Lenders make Term Loans, which notice shall Borrowing Request may be in writing conditioned on the consummation of the Transactions or any other related transaction. The Borrowing Request must specify: (1) the principal amount of Term Loans to be borrowed; (2) the requested date of the Borrowing (which will be a “Request for Borrowing”Business Day), ; (3) the Type of Term Loans to be borrowed; (4) in the form case of Exhibit B heretoa Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (5) the location and number of the Borrower’s account to which funds are to be disbursed (which, for the avoidance of doubt, may be provided by reference to a separate “funds flow” document). Each Request for If no election as to the Type of Borrowing is specified in the applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Term Benchmark Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such BorrowingBorrowing Request, (B) the date Administrative Agent will promptly notify each Lender thereof. The proceeds of the Term Loans requested under this Section 2.02 will be disbursed by the Administrative Agent in immediately available funds by wire transfer to such Borrowingbank account or accounts as designated by the Borrower in the Borrowing Request. Notwithstanding the foregoing, which Initial Term Loans that are Exchange Initial Term Loans shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered issued automatically in accordance with this the Existing Credit Facility Amendment and shall constitute, together with the New Money Initial Term Loans, a single Term SOFR Borrowing made on the Closing Date with an initial Interest Period set forth on the Borrowing Request delivered pursuant to Section 2.34.01(2).

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan that is proposed to be made after the Closing Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished given by facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Administrative Agent:the Agent as provided in Section 11.3; provided that no Request for Borrowing shall be submitted to the Agent (i) for a LIBOR Rate Loan, before the first Eurodollar Business Day following the Closing Date and (ii) for a Base Rate Loan, before the Closing Date. (i) for a Base Rate Loan, the Borrower shall give the Agent notice at least one (1) Business Day prior to the date that is the requested Funding Date. (ii) for a LIBOR Rate Loan, the Borrower shall give the Agent notice at least three (3) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made; provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. At any time that an Event of Default has occurred and is continuing, the Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the proposed Borrowing Date rate then applicable to Base Rate Loans hereunder. If the Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with respect to each LIBOR Rate Loan, the making Borrower shall indemnify, defend, and hold the Agent and the Lenders harmless against any loss, cost, or expense incurred by the Agent or any Lender as a result of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to the conversion Agent or any Lender, be deemed to equal the amount determined by the Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which the Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of the Agent or a Lender delivered to the Borrower setting forth any Loan, provided amount or amounts that any the Agent or such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate OptionLender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be conclusive absent manifest error. (c) With respect to a Base Rate Loan, if the notice provided for in clause (b)(i) of this Section 2.6 is received by the Agent not later than 2:00 p.m. New York time on a Business Day, such day shall be treated as the first Business Day of the required notice period. If such notice is received by the Agent after 2:00 p.m. New York time on a Business Day or at any time on a day that is not a Business Day, such notice shall be deemed to have been given received by Borrowers the Agent on the next succeeding following Business Day prior to 2:00 p.m. on such day and such day shall be treated as the first Business Day of the required notice period. With respect to a LIBOR Rate Loan, if the notice provided for in clause (b)(ii) of this Section 2.6 is received by the Agent not later than 2:00 p.m. New York time on a Eurodollar Business Day, such day shall be treated as the first Eurodollar Business Day of the required notice period. If such notice is received by the Agent after 2:00 p.m. New York time on a Eurodollar Business Day or at any time on a day that is not a Eurodollar Business Day,, such notice shall be deemed received by the Agent on the next following Eurodollar Business Day prior to 2:00 p.m. New York time on such day, and such day shall be treated as the first Eurodollar Business Day of the required notice period. (d) Each Request for Borrowing shall specify specify: (Ai) the aggregate amount of the requested Loan; (ii) the date of the borrowing of such Loan; (iii) whether such Loan is to be a Base Rate Loan or a LIBOR Rate Loan; and (iv) in the case of a LIBOR Rate Loan, the initial Interest Period with respect thereto. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), the Agent shall notify the Lenders not later than 3:00 p.m. New York time, on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to the Agent in immediately available funds, to the Agent’s Account, not later than 2:00 p.m. New York time on the Funding Date applicable thereto. After the Agent’s receipt of the proceeds of such Loans, the Agent shall make the proceeds thereof available to the Borrower on the applicable Funding Date by transferring to the Borrower Designated Account immediately available funds equal to the proceeds that are requested by the Borrower in the applicable Request for Borrowing; provided, however, that the Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if the Agent shall have actual knowledge that (B1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless the Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 10:00 a.m. (New York time) on the date of such BorrowingLoan, which shall be a Business Day, (C) that such Lender will not make available as and when required hereunder to the Interest Rate Option, and if applicable, Agent for the Interest Period, (D) account of the Borrowers making the Request for Borrowing, and (E) Borrower the amount of that Lender’s Pro Rata Share of the Loan, the Agent may assume that each Loan attributable Lender has made or will make such amount available to the Agent in immediately available funds on the Funding Date and the Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender shall not have made its full amount available to the Agent in immediately available funds and the Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to the Agent, together with interest at the Defaulting Lender Rate for each Borrower (if applicable); and day during such period. A notice submitted by the Agent to any Lender with respect to amounts owing under this subsection shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated conclusive, absent manifest error. If such amount is so made available, such payment to the Agent shall constitute such Lender’s Loan on the date of such Request Loan for Borrowingall purposes of this Agreement. If such amount is not made available to the Agent on the Business Day following the Funding Date, (y) the Agent will notify the Borrower of such documents as are required failure to satisfy any applicable conditions precedent as provided in Section 6.2fund and, and (z) an Investment Report dated upon demand by the Agent, the Borrower shall pay such amount to the Agent for the Agent’s account, together with interest thereon for each day elapsed since the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing Loan, at a rate per annum equal to the Lendersinterest rate applicable at the time to the Loans comprising such Loan, without in any way prejudicing the rights and remedies of the Borrower against the Defaulting Lender. Each Request for Borrowing submitted by the Borrowers The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be deemed responsible for the failure of any other Lender to make the Loan to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, made by such other Lender on any Funding Date. (g) If any Lender shall fail to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for make any purpose unless it shall have been accompanied or preceded by the information and other documents payment required to be delivered made by it pursuant to Section 2.6(f) or 8.2, then the Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Agent for the account of such Lender for the benefit of the Agent to satisfy such Lender’s obligations to it under such Section until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Agent in its discretion. (h) All Advances shall be made by the Lenders contemporaneously and in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give Administrative Each request by Company to Agent notice of for a Borrowing under Section 2.01 or 2.02 (ia "Request for Borrowing") each requested Borrowing hereunder, which notice shall be in writing (a “or by telephonic notice and specify the aggregate amount of such requested Borrowing and the requested date of such Borrowing. Company shall furnish to Agent the Request for Borrowing as set forth herein. Any written Request for Borrowing shall: (i) in the case of a Facility A Borrowing”), be in the form attached hereto a Exhibit "D," and (ii) in the case of a Facility B Borrowing, be in the form attached hereto as Exhibit "E." If such Request for Borrowing is by telephonic notice, said telephonic notice shall be confirmed in writing promptly after such telephonic notice pursuant to a Confirmation of Request for Borrowing (i) substantially in the form attached hereto as Exhibit "F" in the case of a Facility A Borrowing and (ii) substantially in the form attached hereto as Exhibit "G" in the case of a Facility B heretoborrowing. A Request for Borrowing and a Confirmation of Request for Borrowing may be provided by facsimile transmission; however, Bank must be in receipt of one or the other prior to funding the Advance. Each Borrowing shall be in an aggregate principal amount of one hundred thousand dollars ($100,000.00) or any integral multiple of one hundred thousand dollars ($100,000.00). Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with binding on Company and, in respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of specified in such Request for Borrowing, (y) Company shall indemnify each Bank against any cost, loss or expense incurred by such documents Bank as are required a result of any failure to satisfy any applicable conditions precedent as provided in Section 6.2fulfill, and (z) an Investment Report dated on or before the date specified for such Borrowing, the conditions to such Advance set forth herein, including without limitation, any cost, loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by Bank to fund the Advance to be made by Bank as part of such Borrowing when such Advance, as a result of such failure, is not made on such date. After receiving a Request for Borrowing. Administrative Borrowing in the manner provided herein, Agent shall promptly give notice notify each Bank by telephone (confirmed immediately by telex or cable), facsimile, telex or cable of each Request for the amount of the Borrowing to and such Bank's pro rata share of such Borrowing, the Lenders. Each Request for date on which the Borrowing submitted by the Borrowers shall be deemed is to be made, and whether such Borrowing will be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Facility A Borrowing or a Facility B Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished given by telefacsimile, mail, email or personal service, and delivered to Administrative AgentLender at 000 X. Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxxxxx, XX 00000, telefacsimile number (000) 000-0000, as follows: (i) three for a Base Rate Loan, Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the date that is one (31) Business Days Day prior to the proposed requested Funding Date, and such Request for Borrowing Date with respect shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Loan, Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the date that is two (32) Eurodollar Business Days prior before the requested Funding Date, and such Request for Borrowing shall specify that a LIBOR Rate Loan is requested and state the amount and the initial Interest Period applicable thereto (subject to the proposed Borrowing Date provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Event of Default has occurred and is continuing. If Administrative Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan, provided that Administrative Borrower may at any time thereafter convert such Base Rate Loan into a LIBOR Rate Loan in accordance with respect to the making terms of Loans denominated in Alternative Currencies to which the Eurocurrency this Agreement. In connection with each LIBOR Rate Option applies; Loan, each Borrower shall indemnify, defend, and hold Lender harmless against any loss, cost, or expense incurred by Lender as a result of (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iva) the same Business Day prepayment of the proposed Borrowing Date with respect to the making of a any LIBOR Rate Loan to which the Base Rate Option applies or on any day other than the last day of the preceding Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR Rate Loan on any day other than the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or notice of prepayment, as applicable, delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Lender, be deemed to equal the conversion amount determined by Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Lender delivered to Administrative Borrower setting forth any Loan, provided amount or amounts that any Lender is entitled to receive pursuant to this Section 2.7(b) (which certificate shall include Lender’s calculations of such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Optionamount or amounts) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a LIBOR Rate Loan is received by Lender not later than noon Pacific time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon Pacific time, of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) The initial Request for Borrowing shall include certification by a Responsible Officer of Administrative Borrower that each of the conditions in Article III have been given by Borrowers on the next succeeding Business Daysatisfied or waived. Each Request for Borrowing delivered to Lender thereafter shall specify (A) include a certificate by a Responsible Officer of Administrative Borrower that each of the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided set forth in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, 3.2 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3waived.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B hereto. Each Request for Borrowing E, and which notice shall be irrevocable and effective upon receipt by the Administrative Agent and Agent. Each Request for Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (ix) on the requested date of Borrowing in the case of a Reference Rate Loan, (y) at least two (2) Business Days prior to the requested date of Borrowing in the case of a LIBOR Rate Loan in Dollars, and (z) at least three (3) Business Days prior to the proposed requested date of Borrowing Date with respect to in the making case of Loans denominated a LIBOR Rate Loan in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; an Alternative Currency; and (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be deemed to have been given by the LendersBorrower on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, have been satisfied in all material respects (except to the extent applicablealready qualified by materiality, Section 6.3, have been in which case such conditions shall be satisfied in all respects) or waived on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3, unless the delivery of such information has been waived or provided prior to the date of Borrowing in a manner acceptable to the Administrative Agent.

Request for Borrowing. The applicable Each requesting Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall be in writing may by electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be irrevocable effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iv) three on the requested date of Borrowing in the case of a Reference Rate Loan, (3w) at least five (5) Business Days prior to the proposed requested date of Borrowing Date with respect in the case of a Daily Simple XXXXX Loan, (x) at least one (1) Business Day prior to the making requested date of Loans denominated Borrowing in Dollars to which the Term SOFR or case of a Daily Simple SOFR Option applies; Borrowing, (iiy) three at least two (32) Business Days prior to the proposed requested date of Borrowing Date with respect to in the making case of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; a Term SOFR Borrowing, and (iiiz) three at least four (34) Business Days prior to the proposed requested date of Borrowing Date with respect to in the making case of Loans denominated an Eurocurrency Term Rate Loan or Term XXXXX Loan (or, in Alternative Currencies to which each case, such shorter period as the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. may approve in its sole discretion); and (Eastern timeii) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be deemed to have been given by the Lendersapplicable Borrower on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers requesting Borrower shall be deemed to be a representation and warranty by each Credit Party that the conditions specified in Sections 6.1 6.1, in the case of the initial Borrowing, and Section 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3, unless the delivery of such information or documents has been waived by the Required Lenders or provided prior to the date of Borrowing in a manner acceptable to the Administrative Agent in its sole discretion.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each LIBOR Rate Loan shall be in writing made on a Business Day. (b) Each Loan that is proposed to be made after the Closing Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by telefacsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to the Administrative Agent and shall be furnished to at the address provided in Exhibit 11.3, by the Borrower giving the Administrative Agent: Agent notice at least ten (i) three (310) Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the proposed Borrowing Date provisions of this Article II). (c) If the notice provided for in clause (b) of this Section 2.5 with respect to a LIBOR Rate Loan is received by the making of Loans denominated in Dollars to which Administrative Agent not later than 1:00 p.m. (Eastern Time), on a Business Day, such day shall be treated as the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same first Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for required notice period. In any Loanother event, provided that any such request notice will be treated as having been received by Administrative Agent after 3:00 immediately before 1:00 p.m. (Eastern timeTime) ( 12 noon for Base Rate Option) of the next Business Day and such day shall be deemed to have been given by Borrowers on treated as the next succeeding first Business DayDay of the required notice period. Each (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.5(b), the Administrative Agent shall specify notify the Lenders, not later than 4:00 p.m. (AEastern Time) on the tenth Business Day preceding the Funding Date, by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon) or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such BorrowingLender’s Pro Rata Share of the requested Loan available to the Administrative Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (BEastern Time) on the date Funding Date applicable thereto. After the Administrative Agent’s receipt of the proceeds of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableLoans, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each make the proceeds thereof available to the Borrower on the applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by the Borrower to be sent to the Borrower in the applicable Request for Borrowing to or apply such proceeds (after the Lenders. Each Request for Borrowing submitted deduction of the OID Amount) as directed by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Borrower.

Request for Borrowing. The applicable (a) To request a Borrowing to be made on the Effective Date, the Borrower shall give notify the Administrative Agent notice of such [[NYCORP:3072687v11:4452W:07/11/08--04:02 p]] request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa LIBOR Borrowing, not later than 11:00 a.m., Local Time, three Business Days before the date of the proposed Borrowing, and (b) in the case of an ABR Borrowing, not later than 10:00 a.m., Local Time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Each such telephonic and written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making aggregate principal amount of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliessuch Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableType of such Borrowing; (iv) in the case of a LIBOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dv) the Borrowers making location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. Any Borrowing Request for Borrowing, and (E) that shall fail to specify any of the amount information required by the preceding provisions of each Loan attributable to each Borrower (this paragraph may be rejected by the Administrative Agent if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated such failure is not corrected promptly after the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give written or telephonic notice of each Request for Borrowing thereof to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 Borrower and, to the extent applicableif so rejected, Section 6.3, have been satisfied on and as will be of the date no force or effect. Promptly following receipt of the applicable Borrowing. No a Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing hereunderor (b) in the case of an ABR Borrowing, which notice not later than 10:30 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be in writing (irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a “written Borrowing Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt D or any other form approved by the Administrative Agent and signed by the Borrower. Each such telephonic and written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed requested Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such BorrowingDate, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; (iv) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (Cv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurocurrency Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made by a “written Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt irrevocable, given by Administrative Agent and an Authorized Person by mail or e-mail (in a format bearing a copy of the signature(s) required thereon) or by telephone (which shall be furnished confirmed by one of the other means of delivery), and delivered to Administrative AgentAgent at 400 Xxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, XX 00000, e-mail address Axxx.Xxxxxxx@XXX.xxx, telephone 900-000-0000, and such Request for Borrowing shall attach an updated Compliance Certificate duly executed by a Responsible Officer of FS CREIT. Each Borrowing Request shall be made not later than the time specified below on or before the date described below: (i) three (3) Business Days prior if such Borrowing is to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of be a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. 10:00 a.m. (Eastern timePacific Time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each requested Funding Date (or such lesser period as agreed to by Agent in its discretion), and such Request for Borrowing shall specify (Aamong other things) that a Base Rate Loan is requested and state the amount thereof; or (ii) if such Borrowing is to be a LIBOR Rate Loan, 1:00 p.m. (Pacific Time) at least one (1) Eurodollar Business Day before the date the LIBOR Rate Loan is to be made, and such Request for Borrowing shall specify (among other things) that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the provisions of this Article II); provided, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. If the Administrative Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, the Borrowers shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (a) the payment of any principal of any LIBOR Rate Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR Rate Loan other than on the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any LIBOR Notice delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”), except if caused by a Lender failing to fund. Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount determined by Agent or such Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such BorrowingLIBOR Rate Loan (excluding margin or spread) had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.7(b)(ii) shall be conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a LIBOR Rate Loan is received by Agent not later than 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable, of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify, among other information, the intended use of the proceeds of such Loan or Letter of Credit and the amount to be applied to each such use. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 10:00 a.m. (Pacific Time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to the Borrowers on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to the Distribution Account; provided, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the Funding Date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of the Borrowers the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrowers on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to the Borrowers such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify the Borrowers of such failure to fund and, upon demand by Agent, the Borrowers shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrowers against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) Notwithstanding the provisions of Section 2.4(a)(ii), Agent shall not be obligated to transfer to a Defaulting Lender any payments made by any Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (A) first, to Issuing Lender, to the extent of the portion of a L/C Disbursement that was required to be, but was not, paid by the Defaulting Lender, (B) second, to each Non-Defaulting Lender ratably in accordance with their Revolver Commitments (but, in each case, only to the date extent that such Defaulting Lender’s portion of a Loan (or other funding obligation) was funded by such Borrowing, which shall be a Business Dayother Non-Defaulting Lender), (C) the Interest Rate Option, and if applicableto a suspense account maintained by Agent, the Interest Period, proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of the Borrowers (upon the request of the Borrowers and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans (or other funding obligations) hereunder and (D) from and after the date on which all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (G) of Section 2.4(a)(ii). Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to the Borrowers making for the Request for Borrowing, and (E) account of such Defaulting Lender the amount of each all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the Loan attributable to each Borrower Documents (if applicableincluding the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b); and , such Defaulting Lender shall be accompanied or preceded by (x) deemed not to be a duly executed Borrowing Base Certificate dated the date of “Lender” and such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers Lender’s Revolver Commitment shall be deemed to be a representation and warranty zero; provided, that the conditions specified foregoing shall not apply to any of the matters governed by Section 12.2(a)(i) through (iii). The provisions of this Section 2.7(g) shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the Non-Defaulting Lenders, Agent, Issuing Lender, and the Borrowers shall have waived, in Sections 6.1 writing, the application of this Section 2.7(g) to such Defaulting Lender or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section 2.7(g) shall not be construed to increase or otherwise affect the Revolver Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and 6.2 andobligations hereunder, or to relieve or excuse the performance by any Borrower of its duties and obligations hereunder to Agent, Issuing Lender, or to the Lenders other than such Defaulting Lender. Any failure by a Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle the Borrowers, at their option, upon written notice to Agent, to arrange for a substitute Lender to assume the Revolver Commitment and Loans of such Defaulting Lender, such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that it shall be deemed to have executed and delivered such document if it fails to do so) subject only to being paid its share of the outstanding Obligations (including (1) all interest, fees, and other amounts that may be due and payable in respect thereof, and (2) an assumption of its Pro Rata Share of its participation in the Letters of Credit); provided, that any such assumption of the Revolver Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or the Borrowers’ rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. In the event of a direct conflict between the priority provisions of this Section 2.7(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent applicablepossible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 6.32.7(g) shall control and govern. (h) Agent, have been satisfied on and as a non-fiduciary agent for the Borrowers, shall maintain a register showing the principal amount of the date Loans, owing to each Lender and the interests therein of the applicable Borrowing. No Request for Borrowing each Lender, from time to time and such records shall, absent manifest error, conclusively be presumed to be correct and accurate. (i) All Loans shall be valid hereunder for any purpose unless it shall have been accompanied or preceded made by the information Lenders contemporaneously and other documents required to be delivered in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than (iA) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the proposed requested date of a Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Eurocurrency Rate Loans, (iiD) at USActive 58236919.3 -42- least three (3) Business Days prior to the proposed requested date of any Borrowing Date with respect to the making of Loans an RFR Loan denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; Canadian Dollars and (iiiE) three at least five (35) Business Days prior to the proposed requested date of any Borrowing Date of an RFR Loan denominated in Sterling; and (ii) must specify: (A) the requested date of Borrowing (which shall be a Business Day); (B) the amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) if applicable, the duration of the Interest Period; (D) which account the proceeds of Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Xxxx (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to any Borrowing that is subject to three (3) Business Days’ prior notice, if a Request for Borrowing is submitted by 11:00 p.m. on a Monday, the making of Loans denominated Borrowing shall be made on the immediately following Thursday in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date accordance with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any LoanSection 2.8 hereof, provided that any such each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 3:00 2:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent applicableinitial advance under this Credit Agreement), Section 6.3, 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Each Base Rate Borrowing hereunder, which notice shall be in writing made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished personally delivered or sent by registered or certified mail (postage prepaid, return receipt requested), overnight courier, electronic mail (at such email address as Lender may designate to Administrative AgentBorrower in accordance herewith), or telefacsimile to Lender at the address (or its email address or telefacsimile number) indicated on Exhibit 9.3 attached hereto, as follows: (i) three (3) for a Base Rate Borrowing, Borrower shall give Lender notice not later than noon Pacific Time 1 Business Days Day prior to the proposed date on which such Borrowing Date with respect is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Borrowing, Borrower shall give Lender notice no earlier than two (32) Eurodollar Business Days prior before and no later than noon Pacific Time on the day the LIBOR Rate Borrowing is to be made, and such notice shall specify that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the proposed provisions of this Article II); provided, however, that no Borrowing Date shall be available as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing, and any outstanding LIBOR Rate Loan will be deemed to be a LIBOR Rate Loan with an Interest Period of one (1) month upon expiration of the applicable Interest Period. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Lender not later than noon, Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the making first Business Day or Eurodollar Business Day, as applicable, of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies;required notice period. In any other event, such notice will be treated as having been received immediately before noon, Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (iiid) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (Ai) the amount of such Borrowingspecify, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, among other information, the Interest Period, (Didentity of the Excluded Fund(s) that the Borrowers making the Request for Borrowing, proceeds of such Borrowing will be used by Borrower to invest in and (E) the amount of each Loan attributable to each Borrower such Investment and (ii) include a description of all Margin Securities (if applicable); and shall any) held or to be accompanied or preceded acquired by any Loan Party in connection with such Borrowing (x) a duly executed Borrowing Base Certificate dated including the date name of the issuer of such Request for BorrowingMargin Securities, the owner (yor proposed owner) thereof and the number of shares of each class of Margin Securities held or to be acquired by such documents Person), and the market value thereof, together with a description of the other Collateral held by such Loan Party in each case with such detail as are may be required to satisfy any applicable conditions precedent as provided in Section 6.2enable Lender to comply with its obligations under Regulation U, and (z) an Investment Report dated any other related information reasonably requested by Lender, and, upon request of the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing Lender, Borrower will provide a Borrower-prepared financial report with respect to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be Loan Parties (including a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, Borrower-prepared balance sheet with respect to the extent applicable, Section 6.3, have been satisfied on and Loan Parties) as of the date end of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3most recent fiscal month then ended.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each LIBOR Rate Loan shall be in writing made on a Business Day. (b) Each Loan that is proposed to be made after the Closing Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by telefacsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to the Administrative Agent at the address provided in Exhibit 11.3, by the Borrower giving the Administrative Agent notice at least ten (10) Business Days before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the provisions of this Article II). (c) If the notice provided for in clause (b) of this Section 2.5 with respect to a LIBOR Rate Loan is received by the Administrative Agent not later than 1:00 p.m. (Eastern Time), on a Business Day, such day shall be furnished treated as the first Business Day of the required notice period. In any other event, such notice will be treated as having been received immediately before 1:00 p.m. (Eastern Time) of the next Business Day and such day shall be treated as the first Business Day of the required notice period. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.5(b), the Administrative Agent shall notify the Lenders, not later than 4:00 p.m. (Eastern Time) on the tenth Business Day preceding the Funding Date, by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon) or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to the Administrative Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (Eastern Time) on the Funding Date applicable thereto. After the Administrative Agent:’s receipt of the proceeds of such Loans, the Administrative Agent shall make the proceeds thereof available to the Borrower on the applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by the Borrower to be sent to the Borrower in the applicable Request for Borrowing or apply such proceeds (after the deduction of the OID Amount) as directed by the Borrower. (e) Unless the Administrative Agent receives notice from a Lender, prior to 12:00 p.m. (Eastern Time) on the date of such Loan, that such Lender will not make available as and when required hereunder to the Administrative Agent for the account of the Borrower the amount of that Lender’s Pro Rata Share of the Loan, the Administrative Agent may assume that each Lender has made or will make such amount available to the Administrative Agent in immediately available funds on the Funding Date and the Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender (other than the Administrative Agent) shall not have made its full amount available to the Administrative Agent in immediately available funds and the Administrative Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to the Administrative Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by the Administrative Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Administrative Agent shall constitute such Lender’s Loan on the date of such Loan for all purposes of this Agreement. If such amount is not made available to the Administrative Agent on the Business Day following the Funding Date, the Administrative Agent will notify Borrower of such failure to fund and, upon demand by the Administrative Agent, the Borrower shall pay such amount to the Administrative Agent for the Administrative Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrower against the Defaulting Lender. (f) Notwithstanding the provisions of Section 2.3(a)(ii), the Administrative Agent shall not be obligated to transfer to a Defaulting Lender any payments made by the Borrower to the Administrative Agent for the Defaulting Lender’s benefit or any Proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, the Administrative Agent shall transfer any such payments (i) three first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder, (3ii) Business Days second, as the Borrower may request (so long as no Default or Event of Default exists), to the funding of any Loan in respect of which such Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Required Agents, (iii) third, if so determined by the Required Agents and the Borrower, to be held in a deposit account and released pro rata in order to satisfy such Defaulting Lender’s potential future funding obligations with respect to Loans under this Agreement, (iv) fourth, to the payment of any amounts owing to the Lenders as a result of any judgment of a court of competent jurisdiction obtained by any Lender against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement, (v) fifth, so long as no Default or Event of Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement, and (vi) sixth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans in respect of which such Defaulting Lender has not fully funded its appropriate share, and (y) such Loans were made at a time when the conditions set forth in Section 3.2 were satisfied or waived, such payment shall be applied solely to pay the Loans of all Non-Defaulting Lenders on a pro rata basis prior to being applied to the proposed Borrowing Date payment of any Loans of such Defaulting Lender until such time as all Loans are held by the Lenders in accordance with their Pro Rata Share. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender pursuant to this Section 2.5(f) shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Loans denominated Pro Rata Share in Dollars to which connection therewith) and for the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to purpose of calculating the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loanfee payable under Section 2.9(b), provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) Defaulting Lender shall be deemed not to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, “Lender” and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each such Lender’s Delayed Draw Term Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers Commitment shall be deemed to be a representation and warranty zero; provided, that the conditions specified foregoing shall not apply to any of the matters governed by Section 11.2(a) through (c). This Section shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the non-Defaulting Lenders, the Required Agents and the Borrower shall have waived, in Sections 6.1 and 6.2 writing, the application of this Section 2.5(f) to such Defaulting Lender, or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to the Administrative Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by the Required Agents, provides adequate assurance of its ability to perform its future obligations hereunder (on which earlier date, so long as no Event of Default has occurred and is continuing, any remaining cash collateral held by the extent applicable, Collateral Agent pursuant to Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing 2.5(f)(ii) shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required released to be delivered in accordance with this Section 2.3.the

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) (A) at least three (3) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated a LIBOR Rate Loan in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; and (iiB) three at least four (34) Business Days prior to the proposed requested date of the Borrowing Date with respect to a LIBOR Rate Loan in an Alternative Currency; (ii) shall be furnished to the making Administrative Agent no later than 1:00 p.m. (New York time) at least one (1) Business Day prior to the requested date of Loans denominated the Borrowing with respect to an Alternate Base Rate Loan (which shall only be available in Alternative Currencies to which the Eurocurrency Rate Option applies; Dollars); and (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option, if such Loan is to be funded in Dollars; (C) the Interest Period for LIBOR Rate Loans, if applicable; (D) the currency; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) in respect of a LIBOR Rate Loan or 1:00 p.m. in respect of an Alternate Base Rate Loan shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent initial advance under this Credit Agreement), 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished given by telefacsimile, mail, email or personal service, and delivered to Administrative AgentLender at 000 X. Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxxxxx, XX 00000, telefacsimile number (000) 000-0000, as follows: (i) three for a Base Rate Loan, Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the date that is one (31) Business Days Day prior to the proposed requested Funding Date, and such Request for Borrowing Date with respect shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Loan, Administrative Borrower shall deliver to Lender a Request for Borrowing not later than noon Pacific time on the date that is two (32) Eurodollar Business Days prior before the requested Funding Date, and such Request for Borrowing shall specify that a LIBOR Rate Loan is requested and state the amount and the initial Interest Period applicable thereto (subject to the proposed Borrowing Date provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Event of Default has occurred and is continuing. If Administrative Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan, provided that Administrative Borrower may at any time thereafter convert such Base Rate Loan into a LIBOR Rate Loan in accordance with respect to the making terms of Loans denominated in Alternative Currencies to which the Eurocurrency this Agreement. In connection with each LIBOR Rate Option applies; Loan, each Borrower shall indemnify, defend, and hold Lender harmless against any loss, cost, or expense incurred by Lender as a result of (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iva) the same Business Day prepayment of the proposed Borrowing Date with respect to the making of a any LIBOR Rate Loan to which the Base Rate Option applies or on any day other than the last day of the preceding Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR Rate Loan on any day other than the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or notice of prepayment, as applicable, delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Lender, be deemed to equal the conversion amount determined by Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that DB2/ 42498508.4 would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Lender delivered to Administrative Borrower setting forth any Loan, provided amount or amounts that any Lender is entitled to receive pursuant to this Section 2.7(b) (which certificate shall include Lender’s calculations of such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Optionamount or amounts) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a LIBOR Rate Loan is received by Lender not later than noon Pacific time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon Pacific time, of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) The initial Request for Borrowing shall include certification by a Responsible Officer of Administrative Borrower that each of the conditions in Article III have been given by Borrowers on the next succeeding Business Daysatisfied or waived. Each Request for Borrowing delivered to Lender thereafter shall specify (A) include a certificate by a Responsible Officer of Administrative Borrower that each of the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided set forth in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, 3.2 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3waived.

Request for Borrowing. The applicable With respect to the initial Term Loan made on the Advance Date, the Borrower shall give notify the Administrative Agent notice of its Term Loan request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 9:00 a.m., Dallas, Texas time, two Business Days before the date of the proposed Borrowing, or (b) in the case of an ABR Borrowing, not later than 12:00 noon, Dallas, Texas time, on the date of the proposed Borrowing. Each Request for Borrowing such telephonic borrowing request shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written borrowing request in any form approved by the Administrative Agent and signed by the Borrower. Such telephonic and written request shall be furnished to Administrative Agent:specify the following information in compliance with this Section and Section 2.04(f): (i) three (3) Business Days prior to the proposed Borrowing Date if different options are being elected with respect to different portions thereof, the making of Loans denominated portions thereof to be allocated to each resulting Borrowing (in Dollars which case the information to which the Term SOFR or Daily Simple SOFR Option appliesbe specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing); (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day effective date of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) whether the Interest Rate Option, and resulting Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) if applicablethe resulting Borrowing is a Eurodollar Borrowing, the Interest Period to be applicable thereto after giving effect to such election, which shall be a period contemplated by the definition of the term “Interest Period”. If any such Interest Election Request requests a Eurodollar Borrowing but does not specify an Interest Period, (D) then the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3one month’s duration.

Request for Borrowing. The applicable (a) Each Base Rate Loan shall be made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan or Letter of Credit that is proposed to be made after the Closing Date shall be made upon written notice, by way of a Request for Borrowing, which Request for Borrowing shall be irrevocable and shall be given by telefacsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent at 000 X. Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxxxxx, XX 00000, telefacsimile number (000) 000-0000, e-mail address xxxxxxx.xxxxxxxxx@xxx.xxx, as follows: (i) for a Base Rate Loan, Borrower shall give Administrative Agent notice of at least one (i1) each Business Day prior to the date that is the requested Borrowing hereunderFunding Date, which and such notice shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II). (ii) for a LIBOR Rate Loan, Borrower shall give Agent notice at least three (3) Eurodollar Business Days before the date the LIBOR Rate Loan is to be in writing made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (a “Request for Borrowing”subject to the provisions of this Article II), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable deemed to be a request for a LIBOR Rate Loan unless such Request for Borrowing expressly requests a Base Rate Loan. At any time that an Event of Default has occurred and effective upon receipt is continuing, Agent may convert, and shall convert if so requested by Administrative the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the rate then applicable to Base Rate Loans hereunder. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and shall be furnished to Administrative Agent: the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”; provided, that, for the avoidance of doubt, Funding Losses shall not include any losses incurred under Section 2.6(f) or with respect to which Borrower is required to reimburse Agent or any Lender under any other section of this Agreement). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount reasonably determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to offer, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Loan or a LIBOR Rate Loan is received by Agent not later than 10 a.m. (Pacific Time), on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before 10 a.m. (Pacific Time), of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) [Intentionally omitted]. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), Agent shall notify the Lenders, not later than 1:00 p.m. (Pacific Time) on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 10:00 a.m. (Pacific Time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Borrower in the applicable Request for Borrowing; provided, however, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Article III will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender, prior to 9:00 a.m. (Pacific Time) on the date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of such Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) (i) Notwithstanding the provisions of Section 2.3(a)(ii), Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Agent for the Defaulting Lender’s benefit, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (i) first, to Issuing Lender to the extent of the portion of any payment made by Issuing Lender pursuant to a Letter of Credit that was required to be, but was not, paid by the Defaulting Lender, (ii) second, to each other non-Defaulting Lender ratably in accordance with their Revolver Commitments (but only to the extent that such Defaulting Lender’s Loan was funded by such other non-Defaulting Lender), (iii) third, to a suspense account maintained by Agent, the proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of Borrower (upon the request of Borrower and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans (or other funding obligations) hereunder, and (iv) fourth, from and after the date when all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (H) of Section 2.3(a)(ii). Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to Borrower for the account of such Defaulting Lender the amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the conversion Loan Documents (including the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b), such Defaulting Lender shall be deemed not to be a “Lender” and such Lender’s Revolver Commitment shall be deemed to be zero; provided, that the foregoing shall not apply to any of the matters governed by Section 11.2(a) through (c). This Section shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the non-Defaulting Lenders, Agent, Issuing Lender, and Borrower shall have waived, in writing, the application of this Section 2.6(g) to such Defaulting Lender, or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder (on which earlier date, so long as no Event of Default has occurred and is continuing, any remaining cash collateral held by Agent pursuant to Section 2.6(g)(ii) shall be released to Borrower). The operation of this Section shall not be construed to increase or otherwise affect the Revolver Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by Borrower of its duties and obligations hereunder to Agent, Issuing Lender or to the Base Rate Option Lenders other than such Defaulting Lender. Any failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for any Loana substitute Lender to assume the Revolver Commitment of such Defaulting Lender, provided such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Day. Each Request for Borrowing shall specify outstanding Obligations (Aincluding (1) the amount of such Borrowingall interest, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Optionfees, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingother amounts that may be due and payable in respect thereof, and (E2) an assumption of its Pro Rata Share of its participation in the amount Letters of each Loan attributable to each Borrower (if applicableCredit); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated provided, that any such assumption of the date Revolver Commitment of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent Defaulting Lender shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall not be deemed to constitute a waiver of any of the Lender Groups’ or Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund, including Borrower’s right to require Defaulting Lender to reimburse Borrower for any fees, charges or expenses incurred by Borrower under this Section 2.3(g) as a result of the failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder. In the event of a direct conflict between the priority provisions of this Section 2.6(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be a representation read together and warranty that the conditions specified in Sections 6.1 and 6.2 andconstrued, to the fullest extent applicablepossible, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.32.6(g) shall control and govern.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give Administrative notify the Paying Agent notice of such request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each Such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished confirmed promptly by hand delivery or telecopy to Administrative Agentthe Paying Agent of a written Borrowing Request signed by the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableClass of such Borrowing; (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ” and (Dvi) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Paying Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested in the case of a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Days before the date of the proposed Borrowing hereunderor (b) in the case of an ABR Borrowing, which notice not later than 12:00 noon, New York City time, on the date of the proposed Borrowing. Any such telephonic Borrowing Request shall be in writing (irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a “written Borrowing Request for Borrowing”), in the form of Exhibit B heretohereto and signed by the Borrower. Each Such telephonic and written Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period;” and (Cv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of one month’s duration. Promptly following receipt of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower Each Borrowing shall give Administrative Agent be made upon Borrower’s irrevocable notice of (i) each requested Borrowing hereunderto Lender, which notice shall be in writing (a “Request for Borrowing”), substantially in the form of Exhibit B hereto2.3 (a) attached hereto (each, a “Notice of Advance”), which may also be given by telephone. Each Request for Borrowing shall such notice must be irrevocable and effective upon receipt received by Administrative Agent and shall be furnished to Administrative Agent: Lender not later than 2:00 p.m. (New York City time) at least: (i) three (3) Business Days prior to the proposed requested date of any Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; LIBOR Advances; and (ii) on the same Business Day of the requested date of any Borrowing of Prime Rate Advances. Each telephonic notice by Borrower pursuant to this Section 2.3(a) must be confirmed promptly by delivery to Lender of a written Notice of Advance, appropriately completed. With respect to a maturing LIBOR Advance, Borrower shall give Lender, prior to 2:00 p.m. (New York City time), at least three (3) Business Days prior to the proposed Borrowing Date with respect to the making expiration of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making each Interest Period, written or telephonic notice of a Loan to which rate election in the Base Rate Option applies form of a Notice of Continuation or the last day Notice of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such BorrowingConversion, which shall be a Business Day, (C) the Interest Rate Optionirrevocable, and if applicableshall specify which portion of a Loan shall be an Prime Rate Advance or a LIBOR Advance, as the case may be, subject to the requirements set forth herein, together with, in the case of a LIBOR Advance, the particular Interest PeriodPeriod in respect thereof. If Borrower fails to give a Notice of Continuation or Notice of Conversion when required, (D) that portion of any LIBOR Advance for which no Notice of Continuation or Notice of Conversion was given shall continue to bear interest, from and after the Borrowers making expiry date of the Request for Borrowingthen current Interest Period as a LIBOR Advance in the manner required hereunder, and (E) with an Interest Period of the amount same duration as the then prevailing one, until such time as Borrower shall give Lender a timely Notice of each Loan attributable to each Borrower (if applicable); and shall be accompanied Continuation or preceded by (x) a duly executed Borrowing Base Certificate dated the date Notice of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the LendersConversion therefor. Each Request for Borrowing Notice of Advance, Notice of Continuation or Notice of Conversion, as the case may be, submitted by the Borrowers Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, 6 hereof have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3interest rate election.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice a Borrowing Request not later than 12:00 p.m., New York City time, one Business Day prior to the anticipated Closing Date, requesting that the Lenders make Term Loans on the Closing Date. The Borrowing Request must specify: (1) the principal amount of Term Loans to be borrowed; (i2) each the requested date of the Borrowing hereunder(which will be a Business Day); (3) the Type of Term Loans to be borrowed; (4) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which notice shall will be in writing a period contemplated by the definition of the term “Interest Period;” and (a “Request for Borrowing”), 5) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified in the form of Exhibit B hereto. Each Request for applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made by a “written Request for Borrowing”, which Request for Borrowing shall be irrevocable, given by an Authorized Person by mail or e-mail (in a format bearing a copy of the signature(s) required thereon) or by telephone (which shall be confirmed by one of the other means of delivery), in the form and delivered to Agent at 000 Xxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, XX 00000, e-mail address Xxxx.Xxxxxxx@XXX.xxx, telephone 000-000-0000, and such Request for Borrowing shall attach an updated Compliance Certificate duly executed by a Responsible Officer of Exhibit B heretoFS CREIT. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentmade not later than the time specified below on or before the date described below: (i) three (3) Business Days prior if such Borrowing is to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of be a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. 10:00 a.m. (Eastern timePacific Time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each requested Funding Date (or such lesser period as agreed to by Agent in its discretion), and such Request for Borrowing shall specify (Aamong other things) that a Base Rate Loan is requested and state the amount thereof; or (ii) if such Borrowing is to be a LIBOR RateSOFR Loan, 1:00 p.m. (Pacific Time) at least one (1) Eurodollar Business Day before the date the LIBOR RateSOFR Loan is to be made, and such Request for Borrowing shall specify (among other things) that a LIBOR RateSOFR Loan is requested and state the amount and Interest Period thereof (subject to the provisions of this Article II); provided, that no Loan shall be available as a LIBOR RateSOFR Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. If the Administrative Borrower fails to designate a Loan as a LIBOR RateSOFR Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR RateSOFR Loan, the Borrowers shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (a) the payment of any principal of any LIBOR RateSOFR Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR RateSOFR Loan other than on the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR RateSOFR Loan on the date specified in any LIBOR NoticeRequest for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, including any loss, cost or expense arising from the liquidation or redeployment of funds or from any fees, but excluding any margin or spread, collectively, “Funding Losses”), except if caused by a Lender failing to fund. Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount determined byA certificate of Agent or sucha Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such BorrowingLIBOR Rate Loan (excluding margin or spread) had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.7(b)(ii) shall be conclusive absent manifest error. The Borrowers shall pay such Lender the amount shown as due on any such certificate within ten (10) days after receipt thereof. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a LIBOR RateSOFR Loan is received by Agent not later than 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable, of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify, among other information, the intended use of the proceeds of such Loan or Letter of Credit and the amount to be applied to each such use. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (Pacific Time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to the Borrowers on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to the Distribution Account; provided, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the Funding Date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of the Borrowers the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrowers on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to the Borrowers such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify the Borrowers of such failure to fund and, upon demand by Agent, the Borrowers shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrowers against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) Notwithstanding the provisions of Section 2.4(a)(ii), Agent shall not be obligated to transfer to a Defaulting Lender any payments made by any Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (A) first, to Issuing Lender, to the extent of the portion of a L/C Disbursement that was required to be, but was not, paid by the Defaulting Lender, (B) second, to each Non-Defaulting Lender ratably in accordance with their Revolver Commitments (but, in each case, only to the date extent that such Defaulting Lender’s portion of a Loan (or other funding obligation) was funded by such Borrowing, which shall be a Business Dayother Non-Defaulting Lender), (C) the Interest Rate Option, and if applicableto a suspense account maintained by Agent, the Interest Period, proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of the Borrowers (upon the request of the Borrowers and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans (or other funding obligations) hereunder and (D) from and after the date on which all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (G) of Section 2.4(a)(ii). Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to the Borrowers making for the Request for Borrowing, and (E) account of such Defaulting Lender the amount of each all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the Loan attributable to each Borrower Documents (if applicableincluding the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b); and , such Defaulting Lender shall be accompanied or preceded by (x) deemed not to be a duly executed Borrowing Base Certificate dated the date of “Lender” and such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers Lender’s Revolver Commitment shall be deemed to be a representation and warranty zero; provided, that the conditions specified foregoing shall not apply to any of the matters governed by Section 12.2(a)(i) through (iii). The provisions of this Section 2.7(g) shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the Non-Defaulting Lenders, Agent, Issuing Lender, and the Borrowers shall have waived, in Sections 6.1 writing, the application of this Section 2.7(g) to such Defaulting Lender or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section 2.7(g) shall not be construed to increase or otherwise affect the Revolver Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and 6.2 andobligations hereunder, or to relieve or excuse the performance by any Borrower of its duties and obligations hereunder to Agent, Issuing Lender, or to the Lenders other than such Defaulting Lender. Any failure by a Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle the Borrowers, at their option, upon written notice to Agent, to arrange for a substitute Lender to assume the Revolver Commitment and Loans of such Defaulting Lender, such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that it shall be deemed to have executed and delivered such document if it fails to do so) subject only to being paid its share of the outstanding Obligations (including (1) all interest, fees, and other amounts that may be due and payable in respect thereof, and (2) an assumption of its Pro Rata Share of its participation in the Letters of Credit); provided, that any such assumption of the Revolver Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or the Borrowers’ rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. In the event of a direct conflict between the priority provisions of this Section 2.7(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent applicablepossible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 6.32.7(g) shall control and govern. (h) Agent, have been satisfied on and as a non-fiduciary agent for the Borrowers, shall maintain a register showing the principal amount of the date Loans, owing to each Lender and the interests therein of the applicable Borrowing. No Request for Borrowing each Lender, from time to time and such records shall, absent manifest error, conclusively be presumed to be correct and accurate. (i) All Loans shall be valid hereunder for any purpose unless it shall have been accompanied or preceded made by the information Lenders contemporaneously and other documents required to be delivered in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than (iA) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the proposed requested date of a Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Eurocurrency Rate Loans; and (iiD) three at least five (35) Business Days prior to the proposed requested date of any Borrowing Date of an RFR Loan; and (ii) must specify: (A) the requested date of Borrowing (which shall be a Business Day); (B) the amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) if applicable, the duration of the Interest Period; (D) which account the proceeds of Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Lien (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to the making of Loans denominated in Alternative Currencies any Borrowing that is subject to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days Days’ prior to notice, if a Request for Borrowing is submitted by 11:00 p.m. on a Monday, the proposed Borrowing Date shall be made on the immediately following Thursday in accordance with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any LoanSection 2.8 hereof, provided that any such each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 3:00 2:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent applicableinitial advance under this Credit Agreement), Section 6.3, 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than (iA) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the proposed requested date of a Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Eurocurrency Rate Loans; and (iiD) three at least five (35) Business Days prior to the proposed requested date of any Borrowing Date of an RFR Loan; and (ii) must specify: (A) the requested date of Borrowing (which shall be a Business Day); (B) the amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) if applicable, the duration of the Interest Period; (D) which account the proceeds of Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Xxxx (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to the making of Loans denominated in Alternative Currencies any Borrowing that is subject to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days Days’ prior to notice, if a Request for Borrowing is submitted by 11:00 p.m. on a Monday, the proposed Borrowing Date shall be made on the immediately following Thursday in accordance with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any LoanSection 2.8 hereof, provided that any such each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by USActive 58236919.3 -42- each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 3:00 2:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent applicableinitial advance under this Credit Agreement), Section 6.3, 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give Administrative notify the Paying Agent notice of such request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished confirmed promptly by hand delivery or telecopy to Administrative Agentthe Paying Agent of a written Borrowing Request signed by the Borrower. Each such Borrowing Request shall specify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableClass of such Borrowing; (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dvi) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Paying Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the Closing Date or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the Closing Date. Each such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Each such telephonic and written Borrowing Request shall be furnished to Administrative Agentspecify the following information: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such requested Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (Cv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice a Borrowing Request not later than: (a) in the case of an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (ior such later time as the Administrative Agent may agree in its sole discretion) each or (b) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the Closing Date. The Borrowing Request must specify: (1) the principal amount of Tranche B Term Loans to be borrowed; (2) the requested date of the Borrowing hereunder(which will be a Business Day); (3) the Type of Tranche B Term Loans to be borrowed; (4) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which notice shall will be in writing a period contemplated by the definition of the term “Interest Period”; and (a “Request for Borrowing”), 5) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified in the form of Exhibit B hereto. Each Request for applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable (a) Each Base Rate Borrowing shall be made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a Request for Borrowing, which Request for Borrowing shall be irrevocable, accompanied by a Borrowing Base Certificate, and each of the foregoing shall be duly executed and personally delivered or sent by registered or certified mail (postage prepaid, return receipt requested), overnight courier, electronic mail (at such email address as Agent may designate to Borrower in accordance herewith), or telefacsimile to Agent at the address (or its email address or telefacsimile number) indicated on Exhibit 11.3 attached hereto, as follows: (i) for a Base Rate Borrowing, Borrower shall give Administrative Agent notice not later than noon Pacific Time 1 Business Day prior to the date on which such Borrowing is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the provisions of this Article II); (ii) for a LIBOR Rate Borrowing, Borrower shall give Agent notice no earlier than two (2) Eurodollar Business Days before and no later than noon Pacific Time on the day the LIBOR Rate Borrowing is to be made, and such notice shall specify (among other things) that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the provisions of this Article II); provided, however, that no Borrowing shall be available as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing, and any outstanding LIBOR Rate Loan will be deemed to be a LIBOR Rate Loan with an Interest Period of one (1) month upon expiration of the applicable Interest Period. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Agent not later than noon, Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon, Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders, not later than 1:00 p.m. (Pacific time) on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan) or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by email, telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 10:00 a.m. (Pacific time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans from the Lenders, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to Borrower’s Designated Account; provided, that Agent shall not request any Lender to make, and no Lender shall have an obligation to make, any Loan if Agent shall have actual knowledge that (i) each one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Borrowing hereunderFunding Date for the applicable Loan unless such condition has been waived, which notice shall be in writing or (a “Request for Borrowing”), in ii) the form of Exhibit B hereto. requested Loan would exceed the Availability on such Funding Date. (e) Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three specify, if applicable, among other information, the identity of the Excluded Fund(s) that the proceeds of such Borrowing will be used by Borrower to invest in and the amount of each such Investment and (3ii) Business Days prior include a description of all Margin Securities (if any) held or to be acquired by any Loan Party in connection with such Borrowing (including the name of the issuer of such Margin Securities, the owner (or proposed Borrowing Date owner) thereof and the number of shares of each class of Margin Securities held or to be acquired by such Person), and the market value thereof, together with a description of the other Collateral held by such Loan Party in each case with such detail as may be required to enable Lender to comply with its obligations under Regulation U, and any other related information reasonably requested by Lender, and, upon request of the Lender, Borrower will provide a Borrower-prepared financial report with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Loan Parties (ii) three (3) Business Days prior to the proposed Borrowing Date including a Borrower-prepared balance sheet with respect to the making Loan Parties) as of the end of the most recent fiscal month then ended. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) (i) Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (i) first, to each other Non-Defaulting Lender ratably in accordance with their Revolving Credit Facility Commitments (but only to the extent that such Defaulting Lender’s Loan was funded by such other Non-Defaulting Lender), (ii) second, to a suspense account maintained by Agent, the proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of Borrower (upon the request of Borrower and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (or other funding obligations) hereunder, and (iii) three third, from and after the date when all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (3i) Business Days prior of Section 2.4(a)(ii). Subject to the proposed Borrowing Date foregoing, Agent may hold and, in its reasonable discretion, re-lend to Borrower for the account of such Defaulting Lender the amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Loans denominated Pro Rata Share in Alternative Currencies connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b), such Defaulting Lender shall be deemed not to which be a “Lender” and such Lender’s Revolving Credit Facility Commitment shall be deemed to be zero; provided, that the Daily Simple RFR Option applies; and/or (iv) the same Business Day foregoing shall not apply to any of the proposed Borrowing Date matters governed by Section 11.2(a)(i) through (iii). This Section shall remain effective with respect to such Defaulting Lender until the making earlier of a Loan to which (x) the Base Rate Option applies Non-Defaulting Lenders, Agent, and Borrower shall have waived such Defaulting Lender’s default in writing, or (y) the last day Defaulting Lender makes its Pro Rata Share of the preceding Interest Period with applicable Loans and pays to Agent all amounts owing by Defaulting Lender in respect thereof and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section shall not be construed to increase or otherwise affect the Revolving Credit Facility Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by Borrower of its duties and obligations hereunder to Agent or to the conversion Lenders other than such Defaulting Lender. Any such failure to fund by any Defaulting Lender shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for a substitute Lender to assume the Base Rate Option for any LoanRevolving Commitment of such Defaulting Lender, provided such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Dayoutstanding Obligations (other than Bank Product Obligations) without any premium or penalty of any kind whatsoever; provided, however, that any such assumption of the Revolving Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. Each Request In the event of a direct conflict between the priority provisions of this Section 2.6(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.6(g) shall control and govern. (h) Agent, as a non-fiduciary agent for Borrowing Borrower, shall specify (A) maintain a register showing the principal amount of the Loans, the portions thereof owing to each Lender, and the interests therein of each Lender, from time to time and such Borrowingrecords shall, absent manifest error, conclusively be presumed to be correct and accurate. (Bi) the date of such Borrowing, which All Loans shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolving Credit Facility Commitment of any Lender be increased or decreased as a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingresult of any failure by any other Lender to perform its obligations hereunder, and (Eii) the amount of each Loan attributable no failure by any Lender to each Borrower (if applicable); and perform its obligations hereunder shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy excuse any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender from its obligations hereunder.

Request for Borrowing. The applicable To request a Borrowing of Term Loans, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 A.M., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or electronic transmission to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Such Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.5: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (Cv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.9. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice by telephone, facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing E, and which notice shall be irrevocable and effective upon receipt by the Administrative Agent and Agent. Each Request for Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (ix) at least one (1) Business Day prior to the requested date of Borrowing in the case of a Reference Rate Loan, (y) at least three (3) Business Days prior to the proposed requested date of Borrowing Date with respect to in the making case of Loans denominated a LIBOR Rate Loan in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Dollars, and (iiz) three at least four (34) Business Days prior to the proposed requested date of Borrowing Date with respect to in the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making case of a LIBOR Rate Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. in an Alternative Currency; and (Eastern timeii) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Option, if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be deemed to have been given by the LendersBorrowers on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.36.3 and/or 6.4, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. The Each request by Company to Administrative --------------------- Agent for a Borrowing under Section 2.01 hereof (a "Request for Borrowing") shall specify the aggregate amount of such requested Borrowing, the requested date of such Borrowing, and, when the request for Borrowing specifies a Eurodollar Borrowing or a CD Borrowing, the Interest Period which shall be applicable Borrower thereto. Company shall give furnish to Administrative Agent notice of the Request for Borrowing at least three (3) Eurodollar Business Days prior to the requested Eurodollar Borrowing date (which must be a Eurodollar Business Day) and at least two (2) Business Days prior to the requested borrowing date (which must be a Business Day) for a CD Borrowing. A Floating Base Borrowing may be made the same date on which a Request for Borrowing is received by Administrative Agent. Any such Request for Borrowing shall: (i) each requested in the case of a Floating Base Borrowing, be in the form attached hereto as Exhibit "B", (ii) in the case of a CD Borrowing, be in the form attached hereto as Exhibit "C" and (iii) in the case of a Eurodollar Borrowing, be in the form attached hereto as Exhibit "D". Each Borrowing hereunder, which notice shall be in writing an aggregate principal amount of $5,000,000 or any integral multiple of $1,000,000. Any Request for Borrowing received by Administrative Agent after 12:00 noon (New York City time) on any Business Day shall be deemed to have been received on the next succeeding Business Day. Prior to making a “Request for Borrowing”), in Company may (without specifying whether the form anticipated Borrowing shall be a Floating Base Borrowing, CD Borrowing or Eurodollar Borrowing) request that Administrative Agent provide Company with the most recent CD Quoted Rate and InterBank Offered Rate available to Reference Banks. Administrative Agent shall provide such quoted rates to Company on the date of Exhibit B heretosuch request. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with binding on Company and, in respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect specified in such Request for Borrowing, Company shall indemnify each Bank against any cost, loss or expense incurred by such Bank as a result of any failure to fulfill, on or before the making of a Loan date specified for such Borrowing, the conditions to which the Base Rate Option applies such Borrowing set forth herein, including without limitation, any cost, loss or the last day expense incurred by reason of the preceding Interest Period with respect liquidation or reemployment of deposits or other funds acquired by any Bank to fund the conversion Advance to the Base Rate Option for any Loanbe made by such Bank as part of such Borrowing when such Advance, provided that any as a result of such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers failure, is not made on the next succeeding Business Daysuch date. Each After receiving a Request for Borrowing in the manner provided herein, Administrative Agent shall specify promptly notify each Bank by telephone (A) confirmed immediately by telex, telecopy or cable), telecopy, telex or cable of the amount of the Borrowing and such Bank's pro rata share of such Borrowing, (B) the date of such Borrowingon which the Borrowing is to be made, which shall be a Business Daythe interest option selected and, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Period selected.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Each Base Rate Borrowing hereunder, which notice shall be in writing made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished given by telex, telecopy, mail, or personal service, and delivered to Administrative AgentLender at 000 X. Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxxxxx, XX 00000, as follows: (i) three (3) for a Base Rate Borrowing, Borrower shall give Lender notice not later than noon Pacific Time 1 Business Days Day prior to the proposed date on which such Borrowing Date with respect is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Borrowing, Borrower shall give Lender notice at least two (32) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the proposed provisions of this Article II); provided, however, that no Borrowing Date shall be extended as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Lender not later than 2:00 p.m., Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the making first Business Day or Eurodollar Business Day, as applicable, of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies;required notice period. In any other event, such notice will be treated as having been received immediately before 2:00 p.m., Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (iiid) three (3If the proceeds of the applicable Borrowing are used to fund a Special Purpose Investment, the Request for Borrowing required by Section 2.6(b) Business Days prior to the proposed Borrowing Date above with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (Ainclude a written notice or certification pursuant to 12 CFR §221.5(b) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable is reasonably satisfactory to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender.

Request for Borrowing. The applicable Borrower shall give Borrowers must deliver to Administrative Agent written or electronic notice (or telephonic notice promptly confirmed in writing) of (i) each the requested Borrowing hereunder, to be advanced by Lenders on the Closing Date. Such notice constitutes a “Borrowing Notice” hereunder and must: (a) specify the aggregate amount of such Borrowing and the date on which notice such Loans are to be advanced (which date shall be in writing the first day of the Interest Period that is to apply thereto); and (a “Request for Borrowing”)b) be received by Administrative Agent not later than 11:00 a.m., New York City, New York, time, on the fifth Business Day preceding the day on which any such Loans are to be made. Such written request or confirmation must be made in the form and substance of the “Borrowing Notice” attached hereto as Exhibit B heretoB, duly completed. Each Request for Borrowing A telephonic request shall be irrevocable deemed a representation, warranty, acknowledgment and effective agreement by Borrowers as to the matters that are required to be set out in such written confirmation. Upon receipt of such Borrowing Notice, Administrative Agent shall give each Lender prompt notice of the terms thereof. If all conditions precedent to such Loans have been met, each Lender will on the date requested promptly remit to Administrative Agent at Administrative Agent’s office referenced on the signature pages hereto, the amount of such Lender’s Loan in immediately available funds, and upon receipt by of such funds, unless to its actual knowledge any conditions precedent to such Loan have been neither met nor waived as provided herein, Administrative Agent and shall be furnished promptly make such Loans available to Borrowers. Unless Administrative Agent: (i) three (3) Business Days Agent shall have received prompt notice from a Lender prior to the proposed date of the Borrowing Date that such Lender will not make available to Administrative Agent such Lender’s share of the Borrowing, Administrative Agent may in its discretion assume that such Lender has made its share available to Administrative Agent on such date in accordance with respect this section and Administrative Agent may in reliance upon such assumption, make available to Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the making applicable Borrowing available to Administrative Agent, then the applicable Lender and Borrowers severally agree to pay to 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 Borrowers to but excluding the date of Loans denominated payment to Administrative Agent, at (i) in Dollars the case of a payment to which be made by such Lender, the Term SOFR or Daily Simple SOFR Option applies; greater of the Federal Funds Rate and a rate determined by Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) three (3) Business Days prior in the case of a payment to be made by Borrowers, the proposed Borrowing Date with respect interest rate applicable to the making of Loans denominated in Alternative Currencies Eurodollar Loans. If Borrowers and such Lender shall pay such interest to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) Administrative Agent for the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loanan overlapping period, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed promptly remit to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowinginterest paid by Borrowers for such period. If such Lender pays its share of the applicable Borrowing to Administrative Agent, (B) then the date of amount so paid shall constitute such Lender’s Loan included in such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded . Any payment by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed without prejudice to be any claim Borrowers may have against a representation and warranty Lender that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required failed to be delivered in accordance with this Section 2.3make such payment to Administrative Agent.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give will deliver to the Administrative Agent a Borrowing Request not later than: (a) in the case of an ABR Borrowing, 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing, (or such later time as the Administrative Agent may agree in its sole discretion), (b) in the case of a SOFR Borrowing, 2:00 p.m., New York City time, three Business Days before the date of the proposed Borrowing, (or such later time as the Administrative Agent may agree in its sole discretion); provided that any notice of a SOFR Borrowing to be made on the Closing Date may be given not later than 12:00 noon New York City time, one Business Day prior to the date of the proposed SOFR Borrowing (i) each requested Borrowing hereunderor such later time as the Administrative Agent may reasonably agree), which notice shall may be in writing subject to the effectiveness of this Agreement. Each Borrowing Request must specify: (1) the Class of such Borrowing; (2) the principal amount of the requested Borrowing; (3) the requested date of the Borrowing (which will be a “Request for Business Day); (4) whether such Borrowing is to be an ABR Borrowing or a SOFR Borrowing”), ; (5) in the form case of Exhibit B heretoa SOFR Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (6) the location and number of the Borrower’s account to which funds are to be disbursed. Each Request for If no election as to the Type of Borrowing is specified in the applicable Borrowing Request, then the requested Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any SOFR Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Loans requested under this Section 2.03 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The Unless otherwise set forth in the applicable Incremental Term Facility Amendment or Refinancing Amendment, the Borrower shall give deliver to the Administrative Agent notice of a Borrowing Request not later than 2:00 p.m., New York City time (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request an ABR Borrowing, one Business Day before the anticipated funding date for such Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) in the case of a SOFR Borrowing, three (3) Business Days prior to before the proposed anticipated funding date for such Borrowing, in each case, requesting that the Lenders make Term Loans on such anticipated funding date. The Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall must specify (A) the principal amount of such BorrowingTerm Loans to be borrowed, (B) the requested date of such Borrowing, the Borrowing (which shall be a Business Day), (C) the Interest Rate Option, and if applicable, the Interest PeriodType of Term Loans to be borrowed, (D) in the Borrowers making the Request for case of a SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period” and (E) the amount location and number of each Loan attributable the Borrower’s account to each Borrower (if applicable); and shall which funds are to be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date disbursed. Upon receipt of such Request for BorrowingBorrowing Request, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.03 shall be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request or in the Administrative Questionnaire.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Each Base Rate Borrowing hereunder, which notice shall be in writing made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished personally delivered or sent by registered or certified mail (postage prepaid, return receipt requested), overnight courier, electronic mail (at such email address as Agent may designate to Administrative AgentBorrower in accordance herewith), or telefacsimile to Agent at the address (or its email address or telefacsimile number) indicated on Exhibit 11.3 attached hereto, as follows: (i) three (3) for a Base Rate Borrowing, Borrower shall give Agent notice not later than noon Pacific Time 1 Business Days Day prior to the proposed date on which such Borrowing Date with respect is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Borrowing, Borrower shall give Agent notice no earlier than two (32) Eurodollar Business Days prior before and no later than noon Pacific Time on the day the LIBOR Rate Borrowing is to be made, and such notice shall specify (among other things) that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the provisions of this Article II); provided, however, that no Borrowing shall be available as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing, and any outstanding LIBOR Rate Loan will be deemed to be a LIBOR Rate Loan with an Interest Period of one (1) month upon expiration of the applicable Interest Period. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Agent not later than noon, Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon, Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders, not later than 1:00 p.m. (Pacific time) on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan) or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by email, telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 10:00 a.m. (Pacific time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans from the Lenders, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to Borrower’s Designated Account; provided, that Agent shall not request any Lender to make, and no Lender shall have an obligation to make, any Loan if Agent shall have actual knowledge that (i) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (ii) the requested Loan would exceed the Availability on such Funding Date. (e) Each Request for Borrowing shall (i) specify, if applicable, among other information, the identity of the Excluded Fund(s) that the proceeds of such Borrowing will be used by Borrower to invest in and the amount of each such Investment and (ii) include a description of all Margin Securities (if any) held or to be acquired by any Loan Party in connection with such Borrowing (including the name of the issuer of such Margin Securities, the owner (or proposed Borrowing Date owner) thereof and the number of shares of each class of Margin Securities held or to be acquired by such Person), and the market value thereof, together with a description of the other Collateral held by such Loan Party in each case with such detail as may be required to enable Lender to comply with its obligations under Regulation U, and any other related information reasonably requested by Lender, and, upon request of the Lender, Borrower will provide a Borrower-prepared financial report with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; Loan Parties (iii) three (3) Business Days prior to the proposed Borrowing Date including a Borrower-prepared balance sheet with respect to the making Loan Parties) as of the end of the most recent fiscal month then ended. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) (i) Agent shall not be obligated to transfer to a Defaulting Lender any payments made by Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (i) first, to each other Non-Defaulting Lender ratably in accordance with their Revolving Credit Facility Commitments (but only to the extent that such Defaulting Lender’s Loan was funded by such other Non-Defaulting Lender), (ii) second, to a suspense account maintained by Agent, the proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of Borrower (upon the request of Borrower and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans denominated (or other funding obligations) hereunder, and (iii) third, from and after the date when all other Obligations have been paid in Alternative Currencies full, to which such Defaulting Lender in accordance with tier (i) of Section 2.4(a)(ii). Subject to the Daily Simple RFR Option applies; and/or (iv) foregoing, Agent may hold and, in its Permitted Discretionreasonable discretion, re-lend to Borrower for the same Business Day account of such Defaulting Lender the proposed Borrowing Date amount of all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b), such Defaulting Lender shall be deemed not to be a Loan “Lender” and such Lender’s Revolving Credit Facility Commitment shall be deemed to which be zero; provided, that the Base Rate Option applies or the last day foregoing shall not apply to any of the preceding Interest Period matters governed by Section 11.2(a)(i) through (iii). This Section shall remain effective with respect to such Defaulting Lender until the conversion earlier of (x) the Non-Defaulting Lenders, Agent, and Borrower shall have waived such Defaulting Lender’s default in writing, or (y) the Defaulting Lender makes its Pro Rata Share of the applicable Loans and pays to Agent all amounts owing by Defaulting Lender in respect thereof and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section shall not be construed to increase or otherwise affect the Revolving Credit Facility Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by Borrower of its duties and obligations hereunder to Agent or to the Base Rate Option Lenders other than such Defaulting Lender. Any such failure to fund by any Defaulting Lender shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle Borrower at its option, upon written notice to Agent, to arrange for any Loana substitute Lender to assume the Revolving Commitment of such Defaulting Lender, provided such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Dayoutstanding Obligations (other than Bank Product Obligations) without any premium or penalty of any kind whatsoever; provided, however, that any such assumption of the Revolving Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. Each Request In the event of a direct conflict between the priority provisions of this Section 2.6(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.6(g) shall control and govern. (h) Agent, as a non-fiduciary agent for Borrowing Borrower, shall specify (A) maintain a register showing the principal amount of the Loans, the portions thereof owing to each Lender, and the interests therein of each Lender, from time to time and such Borrowingrecords shall, absent manifest error, conclusively be presumed to be correct and accurate. (Bi) the date of such Borrowing, which All Loans shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolving Credit Facility Commitment of any Lender be increased or decreased as a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingresult of any failure by any other Lender to perform its obligations hereunder, and (Eii) the amount of each Loan attributable no failure by any Lender to each Borrower (if applicable); and perform its obligations hereunder shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy excuse any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender from its obligations hereunder.

Request for Borrowing. The applicable To request a Borrowing on the Closing Date, the Borrower shall give notify the Administrative Agent of such request in writing (which may include telecopy or email) (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to replace a Eurodollar Borrowing Request deemed ineffective pursuant to clause (i) each requested of Section 2.13 may be given not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; and provided further that any such notice in respect of any Borrowing hereunder, which to be made on the Closing Date may be given at such later time or on such shorter notice as the Administrative Agent may agree. Such written Borrowing Request shall be in writing (a “irrevocable; provided that such Borrowing Request for Borrowing”)may state that it is conditioned upon the consummation of the Acquisition or the acquisition of the Transferred Assets if the Borrower has made the Transferred Assets Election, in which case such Borrowing Request may be revoked by the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt Borrower (by notice to the Administrative Agent and on or prior to the specified closing date) if such condition is not satisfied. Such written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate principal amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such the requested Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableType of the requested Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dv) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof and of the amount of the Loan to be made by such Lender as part of the requested Borrowing.

Request for Borrowing. The applicable To request a Borrowing on the Closing Date, the Borrower shall give notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to replace a Eurodollar Borrowing Request deemed ineffective pursuant to clause (i) each requested of Section 2.13 may be given not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; and provided further that any such notice in respect of any Borrowing hereunder, which to be made on the Closing Date may be given at such later time or on such shorter notice shall be in writing (a “as the Administrative Agent may agree. Such telephonic Borrowing Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request signed by the Borrower; provided that such Borrowing Request may state that it is conditioned upon the consummation of the Acquisition, in which case such Borrowing Request may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified closing date) if such condition is not satisfied. Such telephonic and written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate principal amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such the requested Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableType of the requested Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dv) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof and of the amount of the Loan to be made by such Lender as part of the requested Borrowing.

Request for Borrowing. The (a) To request the making of the Loans hereunder on the Closing Date, the Borrower (on behalf of the applicable Co-Borrower) shall notify the Agent of such request either in writing by delivery of a Borrowing Request (by hand or facsimile) signed by the Borrower (on behalf of the applicable Co-Borrower) or by telephone not later than 11:00 a.m., New York City time, two (2) Business Days before the proposed Closing Date (or such later time as shall be acceptable to the Agent). In order to request a Borrowing (other than the Borrowing on the Closing Date, a Swingline Loan or a deemed Borrowing pursuant to Section 2.02(d), as to which this Section 2.03 shall not apply), the Borrower shall give Administrative hand deliver or fax to the Agent notice of a duly completed Borrowing Request (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa LIBOR Rate Borrowing, not later than 12:00 Noon, New York City time, three Business Days before a proposed Borrowing and (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before a proposed Borrowing. Each Borrowing Request for Borrowing shall be irrevocable and effective upon receipt (except in the case of the one in respect of the Closing Date if the Closing Date does not occur), shall be signed by Administrative Agent or on behalf of the Borrower (on behalf of the applicable Co-Borrower) and shall be furnished to Administrative Agentspecify the following information: (i1) three (3) Business Days prior whether the Borrowing then being requested is to the proposed be a Term Loan Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesa Revolving Credit Borrowing; (ii2) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesrequested Borrowing; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (4) whether the Borrowing is to be an ABR Borrowing or a LIBOR Rate Borrowing; (5) in the case of a LIBOR Rate Borrowing, the initial Interest Period with respect thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (C6) the Interest Rate Option, Co-Borrower(s) for whose benefit the Loan is to be made and if applicable, the Interest Period, (D) number and location of the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable accounts to each Borrower (if applicable)which funds are to be disbursed; and provided, however, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the requirements set forth in Section 2.02. (b) If no election as to the Type of Borrowing is specified in any such notice, then the requested Borrowing shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for ABR Borrowing. Administrative Agent shall promptly give notice of each Request for If no Interest Period with respect to any LIBOR Rate Borrowing to is specified in any such notice, then the Lenders. Each Request for Borrowing submitted by the Borrowers relevant Co-Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of one month's duration. Promptly following receipt of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Agent shall advise each Lender of the details thereof and of such Lender's Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable To request a Borrowing on the Closing Date, the Borrower shall give notify the Administrative Agent of such request in writing (which may include telecopy or email) (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing and (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to replace a Eurodollar Borrowing Request deemed ineffective pursuant to clause (i) each requested of Section 2.13 may be given not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; and provided further that any such notice in respect of any Borrowing hereunder, which to be made on the Closing Date may be given at such later time or on such shorter notice as the Administrative Agent may agree. Such written Borrowing Request shall be in writing (a “irrevocable; provided that such Borrowing Request for Borrowing”)may state that it is conditioned upon the consummation of the Acquisition or the acquisition of the Transferred Assets if the Borrower has made the Transferred Assets Election, in which case such Borrowing Request may be revoked by the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable and effective upon receipt Borrower (by notice to the Administrative Agent and on or prior to the specified closing date) if such condition is not satisfied. Such written Borrowing Request shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate principal amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such the requested Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, Class and if applicableType of the requested Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dv) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Administrative Agent shall advise each Lender that will make a Loan as part of the requested Borrowing of the details thereof and of the amount of the Loan to be made by such Lender as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan or Letter of Credit that is proposed to be made after the Restatement Effective Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by Administrative facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent and shall be furnished to Administrative Agent:Issuing Bank as provided in Section 11.3. (i) for a Base Rate Loan, Borrower shall give Agent notice at least one (1) Business Day prior to the date that is the requested Funding Date, and such notice shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II). (ii) for a LIBOR Rate Loan, Borrower shall give Agent notice at least three (3) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the proposed Borrowing Date with respect provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. At any time that an Event of Default has occurred and is continuing, Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the making rate then applicable to Base Rate Loans hereunder. If Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the conversion amount determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any Loan, provided amount or amounts that any Agent or such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate OptionLender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.6 (i) with respect to have a Base Rate Loan or a LIBOR Rate Loan denominated in Dollars is received by Agent not later than 1:00 p.m. New York time or (ii) with respect to a LIBOR Rate Loan denominated in an Alternative Currency is received by Agent not later than 10:00 a.m. London time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been given by Borrowers on received immediately before 1:00 p.m. New York time (or 10:00 a.m. London time), of the next succeeding Business Day or Eurodollar Business Day. , as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify specify, among other information, (Ai) whether the applicable Loan or Letter of Credit will be used for the Loan Parties’ general working capital purposes or to fund an Investment in an Ares Fund (and if the latter, the identity of the Ares Fund(s) that the proceeds of such Loan will be used by Borrower to invest in and the amount of each such Investment, if applicable), (ii) after giving effect to such Loan or Letter of Credit, the outstanding amount of Loans and Letters of Credit that have been used to finance an Investment in each Ares Fund (by Ares Fund), and the outstanding amount of all Loans and Letters of Credit that have been used for the Loan Parties’ general working capital purposes, (iii) with respect to any Ares Fund as to which the proceeds of Loans are to be used to fund investments, the fair market value of the investments of the Loan Parties in such Ares Fund, (iv) with respect to any Margin Securities held by any Loan Party, a description of such Margin Securities as well as the fair market value thereof as of the date of such Request for Borrowing and (v) the amount of such Borrowing, (B) the date proceeds of such BorrowingLoan that will be made available to each of Ares Holdings, which Ares Domestic Holdings, Ares Investments, Ares Real Estate, or another entity comprising Borrower. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), Agent shall notify the Lenders not later than 2:00 p.m. Local Time, on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. Local Time on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by (w) transferring to the Ares Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be a Business Daysent to Ares Holdings or another entity comprising Borrower (other than Ares Domestic Holdings, (CAres Investments or Ares Real Estate) in the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the applicable Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated transferring to the date of such Ares Domestic Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Domestic Holdings in the applicable Request for Borrowing, (y) such documents as transferring to the Ares Investments Designated Account immediately available funds equal to the proceeds that are required requested by Borrower to satisfy any be sent to Ares Investments in the applicable conditions precedent as provided in Section 6.2Request for Borrowing, and (z) an Investment Report dated transferring to the Ares Real Estate Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Real Estate in the applicable Request for Borrowing; provided, however, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Restatement Effective Date or, with respect to any Loan after the Restatement Effective Date, prior to 10:00 a.m. (New York time) on the date of such Request Loan, that such Lender will not make available as and when required hereunder to Agent for Borrowingthe account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation If and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicableany Lender shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, Section 6.3that Lender shall on the Business Day following such Funding Date make such amount available to Agent, have been satisfied together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on and as of the date of such Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable Borrowingat the time to the Loans comprising such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. No Request for Borrowing The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be valid hereunder responsible for the failure of any purpose unless it other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) If any Lender shall have been accompanied or preceded by the information and other documents fail to make any payment required to be delivered made by it pursuant to Section 2.10(d), 2.6(f) or 8.2, then the Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Agent for the account of such Lender for the benefit of the Agent or the respective Issuing Lender to satisfy such Lender’s obligations to it under such Section until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Agent in its discretion. (h) All Advances shall be made by the Lenders contemporaneously and in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable To request a Borrowing, the Borrower shall give Administrative notify the Paying Agent notice of such request by telephone (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each Such telephonic Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished confirmed promptly by hand delivery or telecopy to Administrative Agentthe Paying Agent of a written Borrowing Request signed by the Borrower. The Borrowing Request shall specify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) the Interest Rate Option, and if applicableClass of such Borrowing; (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; and (Dvi) the Borrowers making location and number of the Request for Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month’s duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section, the Paying Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Loan shall be in writing made on a Business Day. (b) Each Loan that is proposed to be made after the A&R Effective Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by telefacsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to the Administrative Agent at the address provided in Exhibit 11.3, by the Borrower giving the Administrative Agent notice at least ten (10) Business Days before the date the Loan is to be made, and such notice shall specify that a Loan is requested and state the amount and Interest Period thereof (subject to the provisions of this Article II). (c) If the notice provided for in clause (b) of this Section 2.5 with respect to a Loan is received by the Administrative Agent not later than 1:00 p.m. (Eastern Time), on a Business Day, such day shall be furnished treated as the first Business Day of the required notice period. In any other event, such notice will be treated as having been received immediately before 1:00 p.m. (Eastern Time) of the next Business Day and such day shall be treated as the first Business Day of the required notice period. (d) Promptly after receipt of a Request for Borrowing pursuant to Section 2.5(b), the Administrative Agent shall notify the Lenders, not later than 4:00 p.m. (Eastern Time) on the tenth Business Day preceding the Funding Date, by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon) or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Xxxxxx’s Pro Rata Share of the requested Loan available to the Administrative Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. (Eastern Time) on the Funding Date applicable thereto. After the Administrative Agent:’s receipt of all the proceeds of such Loans, the Administrative Agent shall make the proceeds thereof available to the Borrower on the applicable Funding Date by transferring to the Designated Account immediately available funds equal to the proceeds that are requested by the Borrower to be sent to the Borrower in the applicable Request for Borrowing or apply such proceeds (after the deduction of the OID Amount) as directed by the Borrower. (e) Unless the Administrative Agent receives notice from a Lender, prior to 12:00 p.m. (Eastern Time) on the date of such Loan, that such Lender will not make available as and when required hereunder to the Administrative Agent for the account of the Borrower the amount of that Xxxxxx’s Pro Rata Share of the Loan, the Administrative Agent may assume that each Lender has made or will make such amount available to the Administrative Agent in immediately available funds on the Funding Date and the Administrative Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent any Lender (other than the Administrative Agent) shall not have made its full amount available to the Administrative Agent in immediately available funds and the Administrative Agent in such circumstances has made available to the Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to the Administrative Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by the Administrative Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to the Administrative Agent shall constitute such Lender’s Loan on the date of such Loan for all purposes of this Agreement. If such amount is not made available to the Administrative Agent on the Business Day following the Funding Date, the Administrative Agent will notify Borrower of such failure to fund and, upon demand by the Administrative Agent, the Borrower shall pay such amount to the Administrative Agent for the Administrative Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrower against the Defaulting Lender. (f) Notwithstanding the provisions of Section 2.3(a)(ii), the Administrative Agent shall not be obligated to transfer to a Defaulting Lender any payments made by the Borrower to the Administrative Agent for the Defaulting Lender’s benefit or any Proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, the Administrative Agent shall transfer any such payments (i) three first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder, (3ii) Business Days second, as the Borrower may request (so long as no Default or Event of Default exists), to the funding of any Loan in respect of which such Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Required Agents, (iii) third, if so determined by the Required Agents and the Borrower, to be held in a deposit account and released pro rata in order to satisfy such Defaulting Lender’s potential future funding obligations with respect to Loans under this Agreement, (iv) fourth, to the payment of any amounts owing to the Lenders as a result of any judgment of a court of competent jurisdiction obtained by any Lender against such Defaulting Lender as a result of such Defaulting Xxxxxx’s breach of its obligations under this Agreement, (v) fifth, so long as no Default or Event of Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender's breach of its obligations under this Agreement, and (vi) sixth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans in respect of which such Defaulting Lender has not fully funded its appropriate share, and (y) such Loans were made at a time when the conditions set forth in Section 3.2 were satisfied or waived, such payment shall be applied solely to pay the Loans of all Non-Defaulting Lenders on a pro rata basis prior to being applied to the proposed Borrowing Date payment of any Loans of such Defaulting Lender until such time as all Loans are held by the Lenders in accordance with their Pro Rata Share. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender pursuant to this Section 2.5(f) shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto. Solely for the purposes of voting or consenting to matters with respect to the making Loan Documents (including the calculation of Loans denominated Pro Rata Share in Dollars connection therewith) and for the purpose of calculating the fee payable under Section 2.9(b), such Defaulting Lender shall be deemed not to which be a “Lender”, such Lender’s Delayed Draw Term Loan Commitment shall be deemed to be zero and such Lender’s Incremental Term Commitment shall be deemed to be zero; provided, that the Term SOFR or Daily Simple SOFR Option applies; foregoing shall not apply to any of the matters governed by Section 11.2(a) through (ii) three (3) Business Days prior to the proposed Borrowing Date c). This Section shall remain effective with respect to such Defaulting Lender until the making earlier of Loans denominated (y) the date on which all of the non-Defaulting Lenders, the Required Agents and the Borrower shall have waived, in Alternative Currencies writing, the application of this Section 2.5(f) to such Defaulting Lender, or (z) the date on which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to the proposed Borrowing Date with Administrative Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by the Required Agents, provides adequate assurance of its ability to perform its future obligations hereunder (on which earlier date, so long as no Event of Default has occurred and is continuing, any remaining cash collateral held by the Collateral Agent pursuant to Section 2.5(f)(ii) shall be released to the making Borrower). The operation of Loans denominated this Section shall not be construed to increase or otherwise affect the Delayed Draw Term Loan Commitment or the Incremental Term Commitment of any Lender, if any, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and obligations hereunder, or to relieve or excuse the performance by the Borrower of its duties and obligations hereunder to the Agents or to the Lenders other than such Defaulting Lender. Any failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle the Borrower at its option, upon written notice to the Agents, to arrange for a substitute Lender to assume the duties and obligations of such Defaulting Lender, such substitute Lender to be reasonably acceptable to the Required Agents. In connection with the arrangement of such a substitute Xxxxxx, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day favor of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided substitute Xxxxxx (and agrees that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) it shall be deemed to have been given by Borrowers on executed and delivered such document if it fails to do so) subject only to being repaid its share of the next succeeding Business Day. Each Request for Borrowing shall specify outstanding Obligations (A) other than Bank Product Obligations, but including all interest, fees, and other amounts that may be due and payable in respect thereof); provided, that any such assumption of the amount duties and obligations of such BorrowingDefaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or the Borrower’s rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund, including Borrower’s right to require Defaulting Lender to reimburse the Borrower for any fees, charges or expenses incurred by the Borrower under this Section 2.5(f) as a result of the failure by any Defaulting Lender to fund amounts that it was obligated to fund hereunder. In the event of a direct conflict between the priority provisions of this Section 2.5(f) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent possible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 2.5(f) shall control and govern. (Bg) the date of such Borrowing, which All Loans shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowingresult of any failure by any other Lender to perform its obligations hereunder, and (Eii) the amount of each Loan attributable no failure by any Lender to each Borrower (if applicable); and perform its obligations hereunder shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy excuse any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give Any of the Borrowers will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for an ABR Borrowing, 11:00 a.m., New York City time, one (1) Business Day prior to the anticipated date of Borrowing, (b) in the case of a SOFR Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (ix) other than on the Closing Date, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated date of Borrowing Date with respect or (y) on the Closing Date, 11:00 a.m., New York City time, one (1) Business Day prior to the making anticipated date of Borrowing (in each case of these clauses (a) or (b), or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Commitment Lender make Term Loans denominated in Dollars to which on such date of Borrowing. The Borrowing Request must specify: (1) the principal amount of the Term SOFR or Daily Simple SOFR Option appliesLoans to be borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of the Term Loans to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a SOFR Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;” and (35) Business Days prior the location and number of the DIP Account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any SOFR Borrowing is specified in the conversion to the Base Rate Option for any Loanapplicable Borrowing Request, provided that any then such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify the Commitment Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that such bank account or accounts as designated by such Borrower in the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Request.

Request for Borrowing. The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of (i) the date of each requested Borrowing hereunder, which notice shall may be by telephone, if confirmed in writing writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than (iA) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan denominated in Dollars, (B) 11:00 at least one (1) Business Day prior to the requested date of a Borrowing to be denominated in Dollars (other than a Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the proposed requested date of a Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; Eurocurrency Rate Loans; and (iiD) three at least five (35) Business Days prior to the proposed requested date of any Borrowing Date of an RFR Loan; and (ii) must specify: (A) the requested date of Borrowing (which shall be a Business Day); (B) the amount and Currency of such Borrowing; (B) the Type of Loans to be borrowed; (C) if applicable, the duration of the Interest Period; (D) which account the proceeds of Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Xxxx (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. For the avoidance of doubt, with respect to the making of Loans denominated in Alternative Currencies any Borrowing that is subject to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days Days’ prior to notice, if a Request for Borrowing is submitted by 11:00 p.m. on a Monday, the proposed Borrowing Date shall be made on the immediately following Thursday in accordance with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any LoanSection 2.8 hereof, provided that any such each of Monday, Tuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any Request for Borrowing received by the Administrative Agent after 3:00 2:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as to itself) that the conditions specified in Sections 6.1 and 6.2 and, (with respect to the extent applicableinitial advance under this Credit Agreement), Section 6.3, 6.2 and 6.3 (with respect to the initial USActive 58236919.3 advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Section.

Request for Borrowing. (a) The applicable making of a borrowing may be requested by the Borrower shall give by means of delivery to the Administrative Agent notice of a Borrowing Request by telephone not later than 11:00 a.m., New York time, in the case of a Eurodollar Borrowing three Business Days before the date of the Eurodollar Borrowing proposed therein or in the case of an ABR Borrowing one Business Day before the date of the ABR Borrowing proposed therein. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing. (ib) each requested The telephonic Borrowing hereunder, which notice Request delivered pursuant to this Section 2.03(a) shall be irrevocable and shall be confirmed promptly, and in writing (no event later than 3:00 p.m., New York time the day of delivery of the telephonic Borrowing Request, by hand delivery or fax to the Administrative Agent of a “Request for Borrowing”)written Borrowing Request, in substantially the form of Exhibit B D hereto, signed by the President or a Financial Officer of the Borrower and to the extent the proceeds of the Loans to be made as part of the requested Borrowing will be used to finance purchases from the Supplier permitted under Section 5.08, attaching invoices from the Supplier for payments due, which are required to be in compliance with Section 5.08. Each Such telephonic and written Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: specify, in compliance with Section 2.02, (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day aggregate amount of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (Bii) the date of such Borrowing, which shall be a Business Day, (C) Day during the Interest Rate Option, and if applicable, the Interest Additional Commitment Period, (D) the Borrowers making the Request for Borrowing, and (Eiii) the amount of each Loan attributable subject to each Borrower (if applicable)Section 2.10, whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and shall be accompanied or preceded by confirm compliance with the conditions set forth in clauses (xa) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (zb) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date first sentence of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.34.03.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan or Letter of Credit that is proposed to be made after the Restatement Effective Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by Administrative facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent and shall be furnished to Administrative Agent:Issuing Bank as provided in Section 11.3. (i) for a Base Rate Loan, Borrower shall give Agent notice at least one (1) Business Day prior to the date that is the requested Funding Date, and such notice shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II). (ii) for a LIBOR Rate Loan, Borrower shall give Agent notice at least three (3) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the proposed Borrowing Date with respect provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. At any time that an Event of Default has occurred and is continuing, Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the making rate then applicable to Base Rate Loans hereunder. If Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the conversion amount determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any Loan, provided amount or amounts that any Agent or such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate OptionLender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.6 (i) with respect to have a Base Rate Loan or a LIBOR Rate Loan denominated in Dollars is received by Agent not later than 1:00 p.m. New York time or (ii) with respect to a LIBOR Rate Loan denominated in an Alternative Currency is received by Agent not later than 10:00 a.m. London time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been given by Borrowers on received immediately before 1:00 p.m. New York time (or 10:00 a.m. London time), of the next succeeding Business Day or Eurodollar Business Day. , as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify specify, among other information, (Ai) whether the applicable Loan or Letter of Credit will be used for the Loan Parties’ general working capital purposes or to fund an Investment in a Fund (and if the latter, the identity of the Fund(s) that the proceeds of such Loan will be used by Borrower to invest in and the amount of each such Investment, if applicable), (ii) after giving effect to such Loan or Letter of Credit, the outstanding amount of Loans and Letters of Credit that have been used to finance an Investment in each Fund (by such Fund), and the outstanding amount of all Loans and Letters of Credit that have been used for the Loan Parties’ general working capital purposes, (iii) with respect to any Fund as to which the proceeds of Loans are to be used to fund investments, the fair market value of the investments of the Loan Parties in such Fund, (iv) with respect to any Margin Securities held by any Loan Party, a description of such Margin Securities as well as the fair market value thereof as of the date of such Request for Borrowing and (v) the amount of such Borrowing, (B) the date proceeds of such BorrowingLoan that will be made available to each of Ares Holdings, which Ares Domestic Holdings, Ares Investments, Ares Real Estate, or another entity comprising Borrower. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), Agent shall notify the Lenders not later than 2:00 p.m. Local Time, on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. Local Time on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by (w) transferring to the Ares Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be a Business Daysent to Ares Holdings or another entity comprising Borrower (other than Ares Domestic Holdings, (CAres Investments or Ares Real Estate) in the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the applicable Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated transferring to the date of such Ares Domestic Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Domestic Holdings in the applicable Request for Borrowing, (y) such documents as transferring to the Ares Investments Designated Account immediately available funds equal to the proceeds that are required requested by Borrower to satisfy any be sent to Ares Investments in the applicable conditions precedent as provided in Section 6.2Request for Borrowing, and (z) an Investment Report dated transferring to the Ares Real Estate Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Real Estate in the applicable Request for Borrowing; provided, however, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Restatement Effective Date or, with respect to any Loan after the Restatement Effective Date, prior to 10:00 a.m. (New York time) on the date of such Request Loan, that such Lender will not make available as and when required hereunder to Agent for Borrowingthe account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation If and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicableany Lender shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, Section 6.3that Lender shall on the Business Day following such Funding Date make such amount available to Agent, have been satisfied together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on and as of the date of such Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable Borrowingat the time to the Loans comprising such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. No Request for Borrowing The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be valid hereunder responsible for the failure of any purpose unless it other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) If any Lender shall have been accompanied or preceded by the information and other documents fail to make any payment required to be delivered made by it pursuant to Section 2.10(d), 2.6(f) or 8.2, then the Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Agent for the account of such Lender for the benefit of the Agent or the respective Issuing Lender to satisfy such Lender’s obligations to it under such Section until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Agent in its discretion. (h) All Advances shall be made by the Lenders contemporaneously and in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable To request the Borrowing of the term Loans, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested in the case of a Eurodollar Borrowing, not later than 11:00 a.m., Dallas, Texas time, three Business Days before the Effective Date or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., Dallas, Texas time, on the Effective Date. Such telephonic Borrowing hereunder, which notice Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in writing (a “Request for Borrowing”), in substantially the form of Exhibit B heretoand signed by the Borrower. Each Such telephonic and written Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Effective Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, ; (Ciii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the Interest Rate Option, and if applicablecase of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period, ”; (D) the Borrowers making the Request for Borrowing, and (Ev) the amount of each Loan attributable the then effective Commitments; and (vi) the location and number of the Borrower’s account to each Borrower (if applicable); and which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated then the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers Borrower shall be deemed to be have selected an Interest Period of one month’s duration. The Borrowing Request shall constitute a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as amount of the date requested Borrowing does not exceed the total Commitments. Promptly following receipt of the applicable Borrowing. No a Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.32.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. Each Borrowing hereunder shall be made by one or more Borrowers. The applicable Borrower Borrower(s) shall give the Administrative Agent notice by facsimile or electronic mail of (i) the date of each requested Borrowing hereunder, which notice shall be in writing hereunder (a “Request for Borrowing”), substantially in the form of Exhibit B E hereto, and which notice shall be effective upon receipt by the Administrative Agent. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and Borrowing: (i) shall be furnished to the Administrative Agent: Agent no later than 11:00 a.m. (iNew York time) three (3) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Dollars to which the any Daily Simple RFR Loan or Term SOFR or Daily Simple SOFR Option applies; Loan, (iiiii) three shall be furnished to the Administrative Agent no later than 11:00 a.m. (3New York time) four (4) Business Days prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; Loan; (iiiii) three shall be furnished to the Administrative Agent no later than 11:00 a.m. (3New York time) one (1) Business Days Day prior to the proposed requested date of the Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option appliesany Alternate Base Rate Loan; and/or and (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify must specify: (A) the amount of such Borrowing, ; (B) the Interest Period, if applicable; (C) the currency as Dollars or an Alternative Currency; and (D) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. (New York time) shall be deemed to have been given by the Lendersapplicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by the Borrowers a Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and Section 6.2 and, (with respect to the extent initial advance under this Credit Agreement), Section 6.2, and if applicable, Section 6.3, 6.3 have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. The applicable To request the Borrowing, the Borrower shall give notify the Administrative Agent notice of such request by telephone (ia) each requested in the case of a Eurodollar Borrowing, not later than 11:00 am, New York City time, three Business Days before the date of the proposed Borrowing, or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Such telephonic Borrowing hereunder, which notice Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in writing (a “Request for Borrowing”), in substantially the form of Exhibit B heretoand signed by the Borrower. Each Such telephonic and written Borrowing Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentspecify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to aggregate amount of the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesrequested Borrowing; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and (Cv) the location and number of the Borrower's or other relevant account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Period is specified with respect to any requested Eurodollar Borrowing, and (E) then the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be have selected an Interest Period of one month's duration. Promptly following receipt of a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.32.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form of Exhibit B hereto. Each Request for Borrowing shall be irrevocable substantially in the form of Exhibit E hereto (with blanks appropriately completed in conformity herewith and effective upon receipt signed by Administrative Agent a Responsible Officer of the applicable Borrower), shall be delivered to the Agency Services Address, and shall be furnished deemed to Administrative Agentconstitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and additionally, it is agreed by each other Borrower that such Request for Borrowing shall also be deemed to constitute a representation and warranty by each such Borrower) that: (i) three The representations and warranties (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated other than those in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such BorrowingSection 7.8 hereof, which shall be a Business Day, (Creplaced with the condition in Section 2.3(a)(ii) below) herein and in the Interest Rate Option, other Loan Documents are true and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, correct in all material respects on and (E) the amount as of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents with the same force and effect as are required to satisfy any applicable conditions precedent if made on and as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. date (except to the extent of changes in facts or circumstances that have been disclosed in writing to the Administrative Agent shall promptly give notice and do not constitute an Event of each Request for Borrowing Default or a Potential Default or to the Lendersextent such representations and warranties relate to an earlier or other specific date); (ii) No Event of Default or, to its knowledge, Potential Default exists and is continuing at such date; (iii) Other than as disclosed to the Administrative Agent in writing, the Borrowers have no knowledge or reason to believe that any Investor would be entitled to exercise an excuse or exemption right under the applicable Corporate Document, Subscription Agreement or Side Letter with respect to any Investment or any costs or expenses relating or allocable to an Investment, for which the proceeds of the related Loan are to be used (provided, that if the Borrowers have disclosed a potential excuse or exemption right to the Administrative Agent in writing, the excused portion of the applicable Investor’s or Investors’ Unused Commitment shall be excluded from the calculation of the Available Commitment with respect to the applicable Borrowing, but the Borrowers shall not be prohibited from borrowing upon satisfaction of the other conditions therefor); (iv) After giving effect to such Borrowing, the Principal Obligations as of such date will not exceed the Available Commitment as of such date; and (v) Either (A) the Investment Period has not expired or (B) the Investment Period has expired and the proceeds of such Borrowing are to be used for such purposes with respect to which such Borrower is able to call Investor Commitments for the repayment thereof pursuant to Section 2.01 of the applicable Investor’s Subscription Agreement; (vi) After giving effect to such Borrowing, the amount of Investor Contributions capable of being called for the repayment of Obligations hereunder pursuant the terms of Section 2.01 of the applicable Investor’s Subscription Agreement will be greater than the amount of all outstanding Obligations hereunder; and (vii) To the extent that such Borrowing is made by a Qualified Borrower, after giving effect to such Borrowing, the Borrowings attributable to such Qualified Borrower will not exceed the amount of such Qualified Borrower’s Qualified Borrower Note(s). Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3irrevocable.

Request for Borrowing. The applicable Each request by Borrower shall give Administrative to Agent notice of for a Borrowing under Section 2.01(a) hereof (ia "Request for Borrowing") each requested Borrowing hereunder, which notice shall be in writing and specify the aggregate amount of such requested Borrowing, the Borrowing Date of such Borrowing, and, when the Request for Borrowing specifies a Eurodollar Borrowing or a CD Borrowing, the Interest Period which shall be applicable thereto; provided, however, that the aggregate number of unpaid CD Borrowings and Eurodollar Borrowings shall not exceed four (4) at any time. Borrower shall furnish to Bank the Request for Borrowing by 11:00 A.M. (Fort Worth time) at least two (2) Eurodollar Business Days prior to the requested Eurodollar Borrowing date (which must be a “Eurodollar Business Day), by 11:00 A.M. (Fort Worth time) at least one (1) Business Day prior to the requested borrowing date (which must be a Business Day) for a CD Borrowing and by at least 11:00 a.m. (Fort Worth time) on the requested borrowing date (which must be a Business Day) for a Floating Base Borrowing. Any written Request for Borrowing shall: (i) in the case of a Floating Base Borrowing, be in the form attached hereto as Exhibit "C," (ii) in the case of a CD Borrowing, be in the form attached hereto as Exhibit "D," and (iii) in the case of a Eurodollar Borrowing, be in the form attached hereto as Exhibit "E." Each Floating Base Borrowing shall be in an aggregate principal amount of one hundred thousand dollars ($100,000.00) or any integral multiple of one hundred thousand dollars ($100,000.00). Each Eurodollar Borrowing and CD Borrowing shall be in an amount of at least five hundred thousand dollars ($500,000.00) or any higher integral multiple of $100,000.00. Prior to making a Request for Borrowing”), in Borrower may (without specifying whether the form anticipated Borrowing shall be a Floating Base Borrowing, CD Borrowing or Eurodollar Borrowing) request that Agent provide Borrower with the most recent CD Quoted Rate and Interbank Offered Rate available to Agent. Agent shall use its best efforts to provide such quoted rates to Borrower on the date of Exhibit B heretosuch request. Each Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with binding on Borrower and, in respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of specified in such Request for Borrowing, (y) such documents Borrower shall indemnify each Bank against any cost, loss or expense incurred by any Bank as are required a result of any failure to satisfy any applicable conditions precedent as provided in Section 6.2fulfill, and (z) an Investment Report dated on or before the date specified for such Borrowing, the conditions to such Borrowing set forth herein, including without limitation, any cost, loss or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by any Bank to fund the Advance to be made by such Bank as part of such Request for Borrowing when such Borrowing. Administrative Agent shall promptly give notice , as a result of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 andsuch failure, to the extent applicable, Section 6.3, have been satisfied is not made on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3such date.

Request for Borrowing. The applicable (a) In order to request a Borrowing (other a Swingline Loan or a deemed Borrowing pursuant to Section 2.02(d), as to which this Section 2.03 shall not apply), the Borrower shall give Administrative hand deliver to the Agent notice of a duly completed Borrowing Request (i) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B heretoa LIBOR Rate Borrowing, not later than 12:00 Noon, New York City time, three Business Days before a proposed Borrowing and (ii) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day before a proposed Borrowing. Each Borrowing Request for Borrowing shall be irrevocable and effective upon receipt (except in the case of the one in respect of the Closing Date if the Closing Date does not occur), shall be signed by Administrative Agent or on behalf of the Borrower (on behalf of the applicable Co-Borrower) and shall be furnished to Administrative Agentspecify the following information: (i1) three the aggregate amount of the requested Borrowing; (32) Business Days prior the Excess Availability (after giving effect to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesborrowing); (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (A) the amount of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day; (4) whether the Borrowing is to be an ABR Borrowing or a LIBOR Rate Borrowing; (5) in the case of a LIBOR Rate Borrowing, the initial Interest Period with respect thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (C6) the Interest Rate OptionCo-Borrower(s) for whose benefit the Loan is to be made and the number and location of the accounts to which funds are to be disbursed; provided, and if applicablehowever, that, notwithstanding any contrary specification in any Borrowing Request, each requested Borrowing shall comply with the Interest Periodrequirements set forth in Section 2.02. (b) If no election as to the Type of Borrowing is specified in any such notice, (D) then the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and requested Borrowing shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for ABR Borrowing. Administrative Agent shall promptly give notice of each Request for If no Interest Period with respect to any LIBOR Rate Borrowing to is specified in any such notice, then the Lenders. Each Request for Borrowing submitted by the Borrowers relevant Co-Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as selected an Interest Period of one month’s duration. Promptly following receipt of the date of the applicable Borrowing. No Borrowing Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.32.03, the Agent shall advise each Lender of the details thereof and of such Lender’s Loan to be made as part of the requested Borrowing.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Loan or Letter of Credit that is proposed to be made after the Restatement Effective Date shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt shall be given by Administrative facsimile, mail, electronic mail (in a format bearing a copy of the signature(s) required thereon), or personal service, and delivered to Agent and shall be furnished to Administrative Agent:Issuing Bank as provided in Section 11.3. (i) for a Base Rate Loan, Borrower shall give Agent notice at least one (1) Business Day prior to the date that is the requested Funding Date, and such notice shall specify that a Base Rate Loan is requested and state the amount thereof (subject to the provisions of this Article II). (ii) for a LIBOR Rate Loan, Borrower shall give Agent notice at least three (3) Eurodollar Business Days prior before the date the LIBOR Rate Loan is to be made, and such notice shall specify that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the proposed Borrowing Date with respect provisions of this Article II); provided, however, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. At any time that an Event of Default has occurred and is continuing, Agent may convert, and shall convert if so requested by the Required Lenders, the interest rate on all outstanding LIBOR Rate Loans to the making rate then applicable to Base Rate Loans hereunder. If Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, Borrower shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (ivA) the same Business Day payment of any principal of any LIBOR Rate Loan other than on the proposed Borrowing Date with respect to last day of an Interest Period applicable thereto (including as a result of an Event of Default), (B) the making conversion of a any LIBOR Rate Loan to which the Base Rate Option applies or other than on the last day of the preceding Interest Period applicable thereto, or (C) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any Request for Borrowing or Request for Conversion/Continuation delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”). Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the conversion amount determined by Agent or such Lender to be the excess, if any, of (I) the amount of interest that would have accrued on the principal amount of such LIBOR Rate Loan had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the Base Rate Option last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (II) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to Borrower setting forth any Loan, provided amount or amounts that any Agent or such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate OptionLender is entitled to receive pursuant to this Section 2.6(b)(ii) shall be deemed conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.6 (i) with respect to have a Base Rate Loan or a LIBOR Rate Loan denominated in Dollars is received by Agent not later than 1:00 p.m. New York time or (ii) with respect to a LIBOR Rate Loan denominated in an Alternative Currency is received by Agent not later than 10:00 a.m. London time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been given by Borrowers on received immediately before 1:00 p.m. New York time (or 10:00 a.m. London time), of the next succeeding Business Day or Eurodollar Business Day. , as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify specify, among other information, (Ai) whether the applicable Loan or Letter of Credit will be used for the Loan Parties’ general working capital purposes or to fund an Investment in an Aresa Fund (and if the latter, the identity of the Ares Fund(s) that the proceeds of such Loan will be used by Borrower to invest in and the amount of each such Investment, if applicable), (ii) after giving effect to such Loan or Letter of Credit, the outstanding amount of Loans and Letters of Credit that have been used to finance an Investment in each Ares Fund (by Aressuch Fund), and the outstanding amount of all Loans and Letters of Credit that have been used for the Loan Parties’ general working capital purposes, (iii) with respect to any Ares Fund as to which the proceeds of Loans are to be used to fund investments, the fair market value of the investments of the Loan Parties in such Ares Fund, (iv) with respect to any Margin Securities held by any Loan Party, a description of such Margin Securities as well as the fair market value thereof as of the date of such Request for Borrowing and (v) the amount of such Borrowing, (B) the date proceeds of such BorrowingLoan that will be made available to each of Ares Holdings, which Ares Domestic Holdings, Ares Investments, Ares Real Estate, or another entity comprising Borrower. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.6(b), Agent shall notify the Lenders not later than 2:00 p.m. Local Time, on the Business Day immediately preceding the Funding Date applicable thereto (in the case of a Base Rate Loan), or the third Eurodollar Business Day preceding the Funding Date (in the case of a LIBOR Rate Loan), by telecopy, electronic mail (in a format bearing a copy of the signature(s) required thereon), telephone, or other similar form of transmission, of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 1:00 p.m. Local Time on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by (w) transferring to the Ares Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be a Business Daysent to Ares Holdings or another entity comprising Borrower (other than Ares Domestic Holdings, (CAres Investments or Ares Real Estate) in the Interest Rate Option, and if applicable, the Interest Period, (D) the Borrowers making the applicable Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated transferring to the date of such Ares Domestic Holdings Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Domestic Holdings in the applicable Request for Borrowing, (y) such documents as transferring to the Ares Investments Designated Account immediately available funds equal to the proceeds that are required requested by Borrower to satisfy any be sent to Ares Investments in the applicable conditions precedent as provided in Section 6.2Request for Borrowing, and (z) an Investment Report dated transferring to the Ares Real Estate Designated Account immediately available funds equal to the proceeds that are requested by Borrower to be sent to Ares Real Estate in the applicable Request for Borrowing; provided, however, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived, or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Restatement Effective Date or, with respect to any Loan after the Restatement Effective Date, prior to 10:00 a.m. (New York time) on the date of such Request Loan, that such Lender will not make available as and when required hereunder to Agent for Borrowingthe account of Borrower the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to Borrower on such date a corresponding amount. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation If and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicableany Lender shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to Borrower such amount, Section 6.3that Lender shall on the Business Day following such Funding Date make such amount available to Agent, have been satisfied together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on and as of the date of such Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable Borrowingat the time to the Loans comprising such Loan, without in any way prejudicing the rights and remedies of Borrower against the Defaulting Lender. No Request for Borrowing The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be valid hereunder responsible for the failure of any purpose unless it other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) If any Lender shall have been accompanied or preceded by the information and other documents fail to make any payment required to be delivered made by it pursuant to Section 2.10(d), 2.6(f) or 8.2, then the Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Agent for the account of such Lender for the benefit of the Agent or the respective Issuing Lender to satisfy such Lender’s obligations to it under such Section until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Agent in its discretion. (h) All Advances shall be made by the Lenders contemporaneously and in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

Request for Borrowing. The applicable Borrower shall give will deliver to the Administrative Agent notice a Borrowing Request not later than: (a) in the case of an ABR Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (ior such later time as the Administrative Agent may agree in its sole discretion) each or (b) in the case of a Eurocurrency Borrowing, 11:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date (or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans on the Closing Date. The Borrowing Request must specify: (1) the principal amount of Initial Term Loans to be borrowed; (2) the requested date of the Borrowing hereunder(which will be a Business Day); (3) the Type of Initial Term Loans to be borrowed; (4) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which notice shall will be in writing a period contemplated by the definition of the term “Interest Period”; and (a “Request for Borrowing”), 5) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified in the form of Exhibit B hereto. Each Request for applicable Borrowing Request, then the Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding an ABR Borrowing. If no Interest Period with respect to any Eurocurrency Borrowing is specified in the conversion to applicable Borrowing Request, then the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and such bank account or accounts as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded designated by the information and other documents required to be delivered Borrower in accordance with this Section 2.3the Borrowing Request.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Each Base Rate Borrowing hereunder, which notice shall be in writing made on a Business Day and each LIBOR Rate Borrowing shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made upon written notice, by way of a “Request for Borrowing”), in the form of Exhibit B hereto. Each which Request for Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished given by telex, telecopy, mail, or personal service, and delivered to Administrative AgentLender at 000 X. Xxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxxxxx, XX 00000, as follows: (i) three (3) for a Base Rate Borrowing, Borrower shall give Lender notice not later than noon Pacific Time 1 Business Days Day prior to the proposed date on which such Borrowing Date with respect is to be made (which date shall be a Business Day), and such notice shall specify that a Base Rate Borrowing is requested and state the amount thereof (subject to the making provisions of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option appliesthis Article II); (ii) three for a LIBOR Rate Borrowing, Borrower shall give Lender notice no earlier than two (32) Eurodollar Business Days prior before and no later than noon Pacific Time on the day the LIBOR Rate Borrowing is to be made, and such notice shall specify that a LIBOR Rate Borrowing is requested and state the amount thereof (subject to the proposed provisions of this Article II); provided, however, that no Borrowing Date shall be available as a LIBOR Rate Borrowing when any Unmatured Event of Default or Event of Default has occurred and is continuing. If Borrower fails to designate a Loan as a LIBOR Rate Borrowing in accordance herewith, the Loan will be a Base Rate Borrowing, and any outstanding LIBOR Rate Loan will be deemed to be a LIBOR Rate Loan with an Interest Period of one (1) month upon expiration of the applicable Interest Period. (c) If the notice provided for in clause (b) of this Section 2.6 with respect to a Base Rate Borrowing or a LIBOR Rate Borrowing is received by Lender not later than noon, Pacific Time, on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the making first Business Day or Eurodollar Business Day, as applicable, of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies;required notice period. In any other event, such notice will be treated as having been received immediately before noon, Pacific Time, of the next Business Day or Eurodollar Business Day, as applicable. (iiid) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each Request for Borrowing shall specify (Ai) the amount of such Borrowingspecify, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicable, among other information, the Interest Period, (Didentity of the Excluded Fund(s) that the Borrowers making the Request for Borrowing, proceeds of such Borrowing will be used by Borrower to invest in and (E) the amount of each Loan attributable to each Borrower such Investment and (ii) include a description of all Margin Securities (if applicable); and shall any) held or to be accompanied or preceded acquired by any Loan Party in connection with such Borrowing (x) a duly executed Borrowing Base Certificate dated including the date name of the issuer of such Request for BorrowingMargin Securities, the owner (yor proposed owner) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, thereof and (z) an Investment Report dated the date number of such Request for Borrowing. Administrative Agent shall promptly give notice shares of each Request for Borrowing class of Margin Securities held or to be acquired by such Person), and, upon request of the Lender, Borrower will provide a Borrower-prepared financial report with respect to the Lenders. Each Request for Borrowing submitted by the Borrowers shall be deemed to be Loan Parties (including a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, Borrower-prepared balance sheet with respect to the extent applicable, Section 6.3, have been satisfied on and Loan Parties) as of the date end of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3most recent fiscal month then ended.

Request for Borrowing. The applicable Borrower shall give Any of the Borrowers will deliver to the Administrative Agent notice of a Borrowing Request not later than: (ia) each requested Borrowing hereunder, which notice shall be in writing (a “Request for Borrowing”), in the form case of Exhibit B hereto. Each Request for an ABR Borrowing, 11:00 a.m., New York City time, one (1) Business Day prior to the anticipated date of Borrowing shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agent: or (ib) in the case of a SOFR Borrowing (x) other than on the Closing Date, 11:00 a.m., New York City time, three (3) Business Days prior to the proposed anticipated date of Borrowing Date with respect or (y) on the Closing Date, 11:00 a.m., New York City time, one (1) Business Day prior to the making anticipated date of Borrowing (in each case of these clauses (a) or (b), or such later time as the Administrative Agent may agree in its sole discretion), requesting that the Lenders make Term Loans denominated in Dollars to which on such date of Borrowing. The Borrowing Request must specify: (1) the principal amount of the Term SOFR or Daily Simple SOFR Option appliesLoans of each Class to be borrowed; (ii2) three the requested date of the Borrowing (which will be a Business Day); (3) Business Days prior the Type of the Term Loans of each Class to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option appliesbe borrowed; (iii4) three in the case of a SOFR Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of “Interest Period”; and (35) Business Days prior the location and number of such Borrower’s account to which funds are to be disbursed. If no election as to the proposed Type of Borrowing Date with respect to is specified in the making of Loans denominated in Alternative Currencies to which applicable Borrowing Request, then the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of a Loan to which the Base Rate Option applies or the last day of the preceding shall be an ABR Borrowing. If no Interest Period with respect to any SOFR Borrowing is specified in the conversion to the Base Rate Option for any Loanapplicable Borrowing Request, provided that any then such request received by Administrative Agent after 3:00 p.m. (Eastern time) ( 12 noon for Base Rate Option) shall Borrower will be deemed to have been given by Borrowers on the next succeeding Business Dayselected an Interest Period of one-month’s duration. Each Request for Borrowing shall specify (A) the amount Upon receipt of such Borrowing, (B) the date of such Borrowing, which shall be a Business Day, (C) the Interest Rate Option, and if applicableBorrowing Request, the Interest Period, (D) the Borrowers making the Request for Borrowing, and (E) the amount of each Loan attributable to each Borrower (if applicable); and shall be accompanied or preceded by (x) a duly executed Borrowing Base Certificate dated the date of such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall will promptly give notice notify each Lender thereof. The proceeds of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted Term Loans requested under this Section 2.02 will be disbursed by the Borrowers shall be deemed Administrative Agent in immediately available funds by wire transfer to be a representation and warranty that such bank account or accounts as designated by such Borrower in the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3Request.

Request for Borrowing. The applicable Borrower shall give Administrative Agent notice of (ia) each requested Borrowing hereunder, which notice Each Base Rate Loan shall be in writing made on a Business Day and each LIBOR Rate Loan shall be made on a Eurodollar Business Day. (b) Each Borrowing shall be made by a “written Request for Borrowing”, which Request for Borrowing shall be irrevocable, given by an Authorized Person by mail or e-mail (in a format bearing a copy of the signature(s) required thereon) or by telephone (which shall be confirmed by one of the other means of delivery), in the form and delivered to Agent at 400 Xxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, XX 00000, e-mail address Axxx.Xxxxxxx@XXX.xxx, telephone 900-000-0000, and such Request for Borrowing shall attach an updated Compliance Certificate duly executed by a Responsible Officer of Exhibit B heretoFS CREIT. Each Request for Borrowing Request shall be irrevocable and effective upon receipt by Administrative Agent and shall be furnished to Administrative Agentmade not later than the time specified below on or before the date described below: (i) three (3) Business Days prior if such Borrowing is to the proposed Borrowing Date with respect to the making of Loans denominated in Dollars to which the Term SOFR or Daily Simple SOFR Option applies; (ii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Eurocurrency Rate Option applies; (iii) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Loans denominated in Alternative Currencies to which the Daily Simple RFR Option applies; and/or (iv) the same Business Day of the proposed Borrowing Date with respect to the making of be a Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, provided that any such request received by Administrative Agent after 3:00 p.m. 10:00 a.m. (Eastern timePacific Time) ( 12 noon for Base Rate Option) shall be deemed to have been given by Borrowers on the next succeeding Business Day. Each requested Funding Date (or such lesser period as agreed to by Agent in its discretion), and such Request for Borrowing shall specify (Aamong other things) that a Base Rate Loan is requested and state the amount thereof; or (ii) if such Borrowing is to be a LIBOR Rate Loan, 1:00 p.m. (Pacific Time) at least one (1) Eurodollar Business Day before the date the LIBOR Rate Loan is to be made, and such Request for Borrowing shall specify (among other things) that a LIBOR Rate Loan is requested and state the amount and Interest Period thereof (subject to the provisions of this Article II); provided, that no Loan shall be available as a LIBOR Rate Loan when any Unmatured Event of Default or Event of Default has occurred and is continuing. If the Administrative Borrower fails to designate a Loan as a LIBOR Rate Loan in accordance herewith, the Loan will be a Base Rate Loan. In connection with each LIBOR Rate Loan, the Borrowers shall indemnify, defend, and hold Agent and the Lenders harmless against any loss, cost, or expense incurred by Agent or any Lender as a result of (a) the payment of any principal of any LIBOR Rate Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any LIBOR Rate Loan other than on the last day of the Interest Period applicable thereto, or (c) the failure to borrow, convert, continue or prepay any LIBOR Rate Loan on the date specified in any LIBOR Notice delivered pursuant hereto (such losses, costs, and expenses, collectively, “Funding Losses”), except if caused by a Lender failing to fund. Funding Losses shall, with respect to Agent or any Lender, be deemed to equal the amount determined by Agent or such Lender to be the excess, if any, of (i) the amount of interest that would have accrued on the principal amount of such BorrowingLIBOR Rate Loan (excluding margin or spread) had such event not occurred, at the LIBOR Rate that would have been applicable thereto, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert, or continue, for the period that would have been the Interest Period therefor), minus (ii) the amount of interest that would accrue on such principal amount for such period at the interest rate which Agent or such Lender would be offered were it to be offered, at the commencement of such period, Dollar deposits of a comparable amount and period in the London interbank market. A certificate of Agent or a Lender delivered to the Administrative Borrower setting forth any amount or amounts that Agent or such Lender is entitled to receive pursuant to this Section 2.7(b)(ii) shall be conclusive absent manifest error. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a LIBOR Rate Loan is received by Agent not later than 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable on a Business Day or Eurodollar Business Day, as applicable, such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before 10:00 a.m. or 1:00 p.m. (Pacific Time), as applicable, of the next Business Day or Eurodollar Business Day, as applicable, and such day shall be treated as the first Business Day or Eurodollar Business Day, as applicable, of the required notice period. (d) Each Request for Borrowing shall specify, among other information, the intended use of the proceeds of such Loan or Letter of Credit and the amount to be applied to each such use. (e) Promptly after receipt of a Request for Borrowing pursuant to Section 2.7(b), Agent shall notify the Lenders of the requested Loan. Each Lender shall make the amount of such Lender’s Pro Rata Share of the requested Loan available to Agent in immediately available funds, to Agent’s Account, not later than 101:00 ap.m. (Pacific Time) on the Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loans, Agent shall make the proceeds thereof available to the Borrowers on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to the Distribution Account; provided, that Agent shall not request any Lender to make, and no Lender shall have the obligation to make, any Loan if Agent shall have actual knowledge that (1) one or more of the applicable conditions precedent set forth in Section 3 will not be satisfied on the requested Funding Date for the applicable Loan unless such condition has been waived or (2) the requested Loan would exceed the Availability on such Funding Date. (f) Unless Agent receives notice from a Lender on or prior to the Closing Date or, with respect to any Loan after the Closing Date, prior to 9:00 a.m. (Pacific time) on the Funding Date of such Loan, that such Lender will not make available as and when required hereunder to Agent for the account of the Borrowers the amount of that Lender’s Pro Rata Share of the Loan, Agent may assume that each Lender has made or will make such amount available to Agent in immediately available funds on the Funding Date and Agent may (but shall not be so required), in reliance upon such assumption, make available to the Borrowers on such date a corresponding amount. If and to the extent any Lender (other than CNB) shall not have made its full amount available to Agent in immediately available funds and Agent in such circumstances has made available to the Borrowers such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this subsection shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the date of Loan for all purposes of this Agreement. If such amount is not made available to Agent on the Business Day following the Funding Date, Agent will notify the Borrowers of such failure to fund and, upon demand by Agent, the Borrowers shall pay such amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Loan, at a rate per annum equal to the interest rate applicable at the time to the Loans composing such Loan, without in any way prejudicing the rights and remedies of the Borrowers against the Defaulting Lender. The failure of any Lender to make any Loan on any Funding Date shall not relieve any other Lender of any obligation hereunder to make a Loan on such Funding Date, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on any Funding Date. (g) Notwithstanding the provisions of Section 2.4(a)(ii), Agent shall not be obligated to transfer to a Defaulting Lender any payments made by any Borrower to Agent for the Defaulting Lender’s benefit or any proceeds of Collateral that would otherwise be remitted hereunder to the Defaulting Lender, and, in the absence of such transfer to the Defaulting Lender, Agent shall transfer any such payments (A) first, to Issuing Lender, to the extent of the portion of a L/C Disbursement that was required to be, but was not, paid by the Defaulting Lender, (B) second, to each Non-Defaulting Lender ratably in accordance with their Revolver Commitments (but, in each case, only to the date extent that such Defaulting Lender’s portion of a Loan (or other funding obligation) was funded by such Borrowing, which shall be a Business Dayother Non-Defaulting Lender), (C) the Interest Rate Option, and if applicableto a suspense account maintained by Agent, the Interest Period, proceeds of which shall be retained by Agent and may be made available to be re-advanced to or for the benefit of the Borrowers (upon the request of the Borrowers and subject to the conditions set forth in Section 3.2) as if such Defaulting Lender had made its portion of Loans (or other funding obligations) hereunder and (D) from and after the date on which all other Obligations have been paid in full, to such Defaulting Lender in accordance with tier (G) of Section 2.4(a)(ii). Subject to the foregoing, Agent may hold and, in its Permitted Discretion, re-lend to the Borrowers making for the Request for Borrowing, and (E) account of such Defaulting Lender the amount of each all such payments received and retained by Agent for the account of such Defaulting Lender. Solely for the purposes of voting or consenting to matters with respect to the Loan attributable to each Borrower Documents (if applicableincluding the calculation of Pro Rata Share in connection therewith) and for the purpose of calculating the fee payable under Section 2.11(b); and , such Defaulting Lender shall be accompanied or preceded by (x) deemed not to be a duly executed Borrowing Base Certificate dated the date of “Lender” and such Request for Borrowing, (y) such documents as are required to satisfy any applicable conditions precedent as provided in Section 6.2, and (z) an Investment Report dated the date of such Request for Borrowing. Administrative Agent shall promptly give notice of each Request for Borrowing to the Lenders. Each Request for Borrowing submitted by the Borrowers Lender’s Revolver Commitment shall be deemed to be a representation and warranty zero; provided, that the conditions specified foregoing shall not apply to any of the matters governed by Section 12.2(a)(i) through (iii). The provisions of this Section 2.7(g) shall remain effective with respect to such Defaulting Lender until the earlier of (y) the date on which all of the Non-Defaulting Lenders, Agent, Issuing Lender, and the Borrowers shall have waived, in Sections 6.1 writing, the application of this Section 2.7(g) to such Defaulting Lender or (z) the date on which such Defaulting Lender makes payment of all amounts that it was obligated to fund hereunder, pays to Agent all amounts owing by Defaulting Lender in respect of the amounts that it was obligated to fund hereunder, and, if requested by Agent, provides adequate assurance of its ability to perform its future obligations hereunder. The operation of this Section 2.7(g) shall not be construed to increase or otherwise affect the Revolver Commitment of any Lender, to relieve or excuse the performance by such Defaulting Lender or any other Lender of its duties and 6.2 andobligations hereunder, or to relieve or excuse the performance by any Borrower of its duties and obligations hereunder to Agent, Issuing Lender, or to the Lenders other than such Defaulting Lender. Any failure by a Defaulting Lender to fund amounts that it was obligated to fund hereunder shall constitute a material breach by such Defaulting Lender of this Agreement and shall entitle the Borrowers, at their option, upon written notice to Agent, to arrange for a substitute Lender to assume the Revolver Commitment and Loans of such Defaulting Lender, such substitute Lender to be reasonably acceptable to Agent. In connection with the arrangement of such a substitute Lender, the Defaulting Lender shall have no right to refuse to be replaced hereunder, and agrees to execute and deliver a completed form of Assignment and Acceptance in favor of the substitute Lender (and agrees that it shall be deemed to have executed and delivered such document if it fails to do so) subject only to being paid its share of the outstanding Obligations (including (1) all interest, fees, and other amounts that may be due and payable in respect thereof, and (2) an assumption of its Pro Rata Share of its participation in the Letters of Credit); provided, that any such assumption of the Revolver Commitment of such Defaulting Lender shall not be deemed to constitute a waiver of any of the Lender Groups’ or the Borrowers’ rights or remedies against any such Defaulting Lender arising out of or in relation to such failure to fund. In the event of a direct conflict between the priority provisions of this Section 2.7(g) and any other provision contained in this Agreement or any other Loan Document, it is the intention of the parties hereto that such provisions be read together and construed, to the fullest extent applicablepossible, to be in concert with each other. In the event of any actual, irreconcilable conflict that cannot be resolved as aforesaid, the terms and provisions of this Section 6.32.7(g) shall control and govern. (h) Agent, have been satisfied on and as a non-fiduciary agent for the Borrowers, shall maintain a register showing the principal amount of the date Loans, owing to each Lender and the interests therein of the applicable Borrowing. No Request for Borrowing each Lender, from time to time and such records shall, absent manifest error, conclusively be presumed to be correct and accurate. (i) All Loans shall be valid hereunder for any purpose unless it shall have been accompanied or preceded made by the information Lenders contemporaneously and other documents required to be delivered in accordance with this Section 2.3their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Loan (or other extension of credit) hereunder, nor shall any Revolver Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.