Common use of Requests for Borrowing Clause in Contracts

Requests for Borrowing. The Borrower shall give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowing.

Requests for Borrowing. The Borrower A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (1) with respect to Revolving Credit Loans, a Financial Officer of Trism (or another authorized officer designated by a Financial Officer and listed on Schedule 2.2 hereto) shall give the Administrative Agent irrevocable prior written notice substantially notice, in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form hereto, for and on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer behalf of the Borrower (a “Notice of Borrowing”), Borrowers not later than 12:00 noon 1:00 p.m. (iNew York time) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loanof the proposed Advance, of its intention to borrow, specifying the amount of the proposed borrowing, the proposed borrowing date and which notice shall be given in accordance with the provisions of Section 4.1 hereof; provided, however, that upon written notice from Agent, Borrowers shall thereafter include in each such notice of a proposed Advance the amount of Borrowing Base Availability after giving effect to such requested Advance, (A2) unless payment is otherwise made by the Borrowers, the becoming due of any amount required to be paid under this Agreement or any of the Notes as interest shall be deemed to be a request for an Advance on the due date in the amount required to pay such interest, (3) unless payment is otherwise made by the Borrowers, the becoming due of any other Secured Obligation shall be deemed to be a request for an Advance on the due date in the amount then so due, and such request shall be irrevocable, (4) the date receipt by the Agent of such borrowingnotification from the Issuing Bank to the effect that a drawing has been made under a Letter of Credit and that a Borrower has failed to reimburse the Issuing Bank therefor in accordance with the terms of the Letter of Credit, which the Reimbursement Agreement and Article 3, shall be deemed to be a Business Day, (B) request for an Advance on the date such notification is received in the amount of such borrowing, drawing which shall be, is so unreimbursed; and (x5) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or unless payment is otherwise made by a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate LoansBorrower, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent receipt by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice demand for reimbursement by a Clearing Bank pursuant to the provisions of Borrowing. A Notice of Borrowing received after 12:00 noon any Agency Account Agreement, shall be deemed received to be a request for an Advance on the next Business Day. The Administrative date any such demand is received by Agent in the amount set forth therein; (1) Unless the Agent has elected periodic settlements pursuant to Section 4.7, the Agent shall promptly notify the Lenders of any notice of borrowing given or deemed given pursuant to this Section 2.2(a) by 2:00 p.m. (New York time) on the proposed borrowing date with respect to any Advance. The notice from the Agent to the Lenders shall set forth the information contained in the Borrowers' notice of borrowing. Not later than 3:30 p.m. (New York time) on the proposed borrowing date, each Lender will make available to the Agent, for the account of the Borrowers, at the Agent's Office in funds immediately available to the Agent, an amount equal to such Lender's Commitment Percentage of the Revolving Credit Lenders of each Notice of BorrowingLoans to be made on such borrowing date.

Requests for Borrowing. The Borrower shall give the Administrative Agent irrevocable Lender prior written notice substantially (a "Borrowing Notice") of each request for a Revolving Credit Loan. Such notice, in the form of Exhibit B or such other form as may order to be reasonably approved effective, must be received by the Administrative Agent Lender not later than 11:00 a.m. Eastern Time on the business day preceding the day on which the Revolving Credit Loan is to be made and shall specify (including any form on an electronic platform or electronic transmission system as i) the date (which shall be approved a business day) on which such Revolving Credit Loan is to be made and (ii) the aggregate principal amount of the requested Revolving Credit Loan. Each Borrowing Notice shall be accompanied by a certificate signed by the Administrative Agent)President and Chief Executive Officer, appropriately completed and signed by a Responsible the Chief Operating Officer or the Chief Financial Officer of the Borrower certifying (a “Notice a) the use of Borrowing”the proceeds of such advance, (b) the vendor(s), not later than 12:00 noon if any, to whom the proceeds of such advance shall be paid (iaccompanied by true and correct copies of invoices from such vendors) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (Ac) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are amounts to be Revolving Credit Loans or Swingline Loanspaid to such vendors, (D) if any. On the borrowing date specified in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate LoansBorrowing Notice, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered Lender shall, subject to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date provisions of such Revolving Credit Loans); provided thatSection 2 hereof, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify make the Revolving Credit Lenders Loan by payment by wire transfer of each immediately available funds to an account designated by the Borrower. The Lender shall not be obligated to recognize any Borrowing Notice unless it has been given by an officer of Borrowingthe Borrower who has been authorized by the Board of Directors of the Borrower to give such notice. The Borrower has provided a list of such officers concurrently with the execution of this Note upon which the Lender may conclusively rely.

Requests for Borrowing. The Borrower shall give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered By delivering to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory Loan Request on or before 10:00 a.m., Boston time, the Borrower may from time to the Administrative Agent time request, on not less than one nor more than five Business Days' notice for Base Rate Tranches (or not less than three nor more than five Business Days' notice for Eurodollar Tranches), that Revolving Loans be made by the Lenders in a minimum aggregate original principal amount of $1,000,000, or any integral multiple of $100,000 in excess thereof, on the Drawdown Date (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice which must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day) specified in such Loan Request. The Administrative Agent shall promptly notify the Revolving Credit Lenders of the receipt of any such Loan Request. Subject to the terms and conditions of this Agreement, on or before 12:00 p.m., Boston time, on the Drawdown Date specified in the Loan Request, each Notice Lender shall provide the Administrative Agent with funds in an amount equal to such Lender's Percentage of Borrowingthe requested Revolving Loans, by transferring immediately available funds to such account as the Administrative Agent shall specify from time to time by notice to the Lenders. The proceeds of each Borrowing shall be made available by the Administrative Agent to the Borrower on the Drawdown Date specified in the Loan Request by wire transferring such funds in such amount or causing such funds in such amount to be wire transferred to such account of the Borrower, or to such designees of the Borrower, as shall be designated by the Borrower to the Administrative Agent in the Loan Request therefor. Each request for Revolving Loans made pursuant to this Section 3.1.1 shall constitute the representation and warranty of the Borrower made to the Agents and the Lenders that all of the applicable conditions contained in Article VII will, after giving effect to such Revolving Loans, be satisfied, and the making available of such Revolving Loans to the Borrower shall be subject to the satisfaction of the applicable conditions of Article VII.

Requests for Borrowing. The Borrower shall give From time to time following the Administrative Agent irrevocable prior written notice substantially in date hereof through the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent)Maturity Date, appropriately completed and signed by a Responsible Officer of the Borrower (may make one or more written requests to borrow from the Lender principal amounts under this Note up to a “Notice of Borrowing”)maximum amount not to exceed, not later than 12:00 noon (i) on together with the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount then outstanding under this Note, TEN MILLION DOLLARS ($10,000,000.00) in the aggregate (the “Maximum Amount”). Such Borrowings shall be in increments of $2,000,000 1,000,000 each, or a whole multiple multiples of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an or if the then aggregate principal amount of available for borrowing under this Note is less than $3,000,000 or a whole multiple of $1,000,000 in excess thereof and 1,000,000, such aggregate lesser amount). Within two (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (32) Business Days following the Closing Date Lender’s receipt of any such borrowing request, the Lender shall arrange to lend and disburse such monies to the Borrower so long as, and to the extent, the aggregate principal amount of all Borrowings outstanding under this Note, after giving effect to such Borrowing, does not exceed the Maximum Amount. Simultaneously with the making of any Borrowing or the repayment of any Borrowing (as provided below in Section 5) hereunder, the Lender shall update Schedule 1 hereto accurately to reflect any amounts so borrowed or repaid and the aggregate principal amount of all Borrowings outstanding under this Note after giving effect thereto and, upon approval thereof by the Borrower, the Lender and the Borrower shall each affix the initials of their respective authorized representatives to such updated Schedule 1, which shall thereafter constitute prima facie evidence of the aggregate principal amount of all Borrowings outstanding hereunder. Disbursement of any monies by the Lender in connection with the making of a Borrowing hereunder shall be made as Base Rate Loans unless to the Borrower has delivered by wire transfer of immediately available funds in accordance with the instructions that the Borrower specifies to the Administrative Agent a funding indemnity letter Lender in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowingapplicable written request.

Requests for Borrowing. The Borrower A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (i) with respect to the Revolving Credit Loan to be made to the Borrowers on the Effective Date, the Borrowers shall give the Administrative Agent irrevocable Lender at least two Business Days' prior written notice substantially in of the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as Effective Date, which notice shall be approved by irrevocable, and, as to subsequent Revolving Credit Loans, the Administrative Agent)Borrowers may give the Lender notice, appropriately completed and signed by a Responsible Officer before 1:00 p.m. on the proposed borrowing date (unless the proposed borrowing date is the last Business Day of the Borrower (a “Notice of Borrowing”)month, not later than in which case notice shall be given before 12:00 noon (inoon) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrowborrow specifying the amount of the proposed borrowing and the proposed borrowing date; PROVIDED, specifying HOWEVER, that if any notice referred to in this CLAUSE (Aa)(i) is received after 1:00 p.m. or 12:00 noon, as applicable, the proposed borrowing will be postponed automatically to the next Business Day; (ii) whenever a check is presented to the Lender for payment against the Disbursement Account in an amount greater than the then available balance in such account, such presentation shall be deemed to be a request for a borrowing on the date of such borrowing, which shall be a Business Day, (B) notice in an amount equal to the amount excess of such borrowingcheck over such available balance; and (iii) unless payment is otherwise made by the Borrowers, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount the maturity of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are any Secured Obligation required to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon paid shall be deemed received to be a request for a borrowing on the next Business Day. The Administrative Agent shall promptly notify due date in the Revolving Credit Lenders of each Notice of Borrowingamount required to pay such Secured Obligation.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Funding Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall give the Administrative Agent irrevocable prior written notice be in substantially in the form of Exhibit B or such other form as may A hereto (each a "Borrowing Request"), and shall be reasonably approved accompanied by the Administrative Agent relevant bid package (including any form on an electronic platform including, if available, the proposed Purchase Agreement (or electronic transmission system as shall Forward Flow Purchase Agreement, if applicable and available) to be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of entered into if the Borrower is the successful bidder for such Asset Pool (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether a Purchase Agreement assigned by the Loans are Parent or a Purchase Affiliate, as applicable, in connection with Section 2.1(g), the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be LIBOR Rate Loans or Base Rate Loansobtained upon collection of such Accounts, and (E) in the case of LIBOR Rate Loans, the duration a projection of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on combined interest and Contingent Payments to be paid to the Closing Date or any Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the three Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (3the "Projected Accrual Schedule") and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days following (the Closing Date shall be made as Base Rate Loans unless "Response Period"), after receipt thereof from the Borrower has delivered Borrower. The Lender's failure to accept a Borrowing Request within the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon Response Period shall be deemed received on a rejection of the next Business DayBorrowing Request by the Lender. The Administrative Agent Notwithstanding anything in the foregoing to the contrary, the Lender's decision to accept or reject a Borrowing Request shall promptly notify be in the Revolving Credit Lenders Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and without regard to whether or not the Lender has given any prior indication of each Notice of Borrowinginterest or oral approval with respect to the specified Asset Pool.

Requests for Borrowing. The Borrower A request for a borrowing shall give the Administrative Agent irrevocable prior written notice substantially be made, or shall be deemed to be made, in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon following manner: (i) on requests for a Revolving Credit Loan shall be made in the same Business Day as each Base Rate Loan and each Swingline Loan and manner prescribed by ARTICLE 5; (ii) at least whenever a check or other item is presented to a Disbursing Bank for payment against a Disbursement Account in an amount greater than the then available balance in such account then, unless payment is otherwise timely made within three (3) Business Days before each LIBOR Rate LoanDays, of its intention such Disbursing Bank shall, and is hereby irrevocably authorized by Borrower to, give Agent notice thereof, which notice shall be deemed to borrow, specifying (A) be a request for a Revolving Credit Loan on the date of such borrowing, which shall be a Business Day, (B) notice in an amount equal to the amount excess of such borrowing, which shall be, check or other item over such available balance; (xiii) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans unless payment is otherwise timely made on the Closing Date or any of the within three (3) Business Days following Days, the Closing Date becoming due of any amount required to be paid under this Agreement or any of the Notes as interest shall be deemed to be a request for a Revolving Credit Loan on the due date in the amount required to pay such interest; (iv) unless payment is otherwise timely made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than within three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoingDays, the Borrower may provide such notice to the Administrative Agent by telephone; provided that becoming due of any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon other Secured Obligation shall be deemed received to be a request for a Revolving Credit Loan on the next Business Day. The Administrative due date in the amount then so due, and such request shall be irrevocable; and (v) the receipt by Agent of notification from L/C Issuer to the effect that a drawing has been made under a Letter of Credit and that Borrower has failed to reimburse L/C Issuer therefor in accordance with the terms of the applicable Reimbursement Agreement and ARTICLE 3 shall promptly notify the be deemed to be a request for a Revolving Credit Lenders Loan on the date such notification is received in the amount of each Notice of Borrowingsuch drawing which is so unreimbursed.

Requests for Borrowing. The Borrower (i) Each request for borrowings hereunder shall give the Administrative Agent irrevocable prior written be made by notice substantially in the form of attached hereto as Exhibit B or such other form as may be reasonably approved by C from the Administrative Borrower to the Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “"Notice of Borrowing”"), given not later than 12:00 noon 11:00 a.m. (iA) on the same Business Day as each on which the proposed borrowing is requested to be made for Revolving Loans that will be Base Rate Loan Loans and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of the requested borrowing of Revolving Loans that will be LIBOR Loans; provided, however, that no LIBOR Loans shall be available to the Borrower until the third Business Day after the Closing Date. Each Notice of Borrowing shall be given by either telecopy, telex or cable setting forth (1) the requested date of such borrowing, (2) the aggregate amount of such requested borrowing, (3) whether such Revolving Credit Loans will be Base Rate Loans or LIBOR Loans, and if appropriate, the applicable Interest Period and (4) certification by the Borrower that it has complied in all respects with Article V, all of which shall be specified in such manner as is necessary to comply with all limitations on Revolving Loans outstanding hereunder. Each Notice of Borrowing shall be irrevocable by and binding on the Borrower. Each Loan shall be in a minimum principal amount of $500,000 and integral multiples of $250,000 in excess thereof (or the remaining amount of the Revolving Committed Amount, if less); provided thatthat no more than 5 LIBOR Loans shall be outstanding hereunder at any one time. Revolving Loans may be repaid and reborrowed in accordance with the provisions hereof. The Agent shall give to each Lender prompt notice (but in no event later than 2:00 P.M. on the date of the Agent's receipt of notice from the Borrower) of each Notice of Borrowing by telecopy, notwithstanding telex or cable (other than any Notice of Borrowing which will be funded by the foregoing, Agent in accordance with subsection (d)(ii) below). No later than 3:00 P.M. on the Borrower may provide such notice date on which a borrowing is requested to be made pursuant to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a applicable Notice of Borrowing, each Lender will make available to the Agent at the address of the Agent set forth in Section 13.1, in immediately available funds, its Revolving Commitment Percentage of such borrowing requested to be made. A Unless the Agent shall have been notified by any Lender prior to the date of borrowing that such Lender does not intend to make available to the Agent its portion of the borrowing to be made on such date, the Agent may assume that such Lender will make such amount available to the Agent on such date of borrowing and the Agent may, in reliance upon such assumption, make available the amount of the borrowing to be provided by such Lender. Upon fulfillment of the conditions set forth in Article V for such borrowing, the Agent will make such funds available to the Borrower at the account specified by the Borrower in such Notice of Borrowing received after 12:00 noon Borrowing. (ii) If the amounts described in subsection (a)(i) of this Section 2.2 are not in fact made available to the Agent by a Lender (such Lender being hereinafter referred to as a "Defaulting Lender") and the Agent has made such amount available to the Borrower, the Agent shall be deemed received entitled to recover such corresponding amount on demand from such Defaulting Lender. If such Defaulting Lender does not pay such corresponding amount forthwith upon the next Business Day. The Administrative Agent's demand therefor, the Agent shall promptly notify the Revolving Credit Lenders Borrower and the Borrower shall immediately (but in no event later than five Business Days after such demand) pay such corresponding amount to the Agent. The Agent shall also be entitled to recover from such Defaulting Lender and the Borrower, (A) interest on such corresponding amount in respect of each Notice day from the date such corresponding amount was made available by the Agent to the Borrower to the date such corresponding amount is recovered by the Agent, at a rate per annum equal to either (1) if paid by such Defaulting Lender, the overnight Federal Funds Rate or (2) if paid by the Borrower, the then applicable rate of Borrowing.interest, calculated in accordance with Section 3.1, plus (B) in each case, an amount equal to any costs (including legal expenses) and losses incurred as a result of the failure of such Defaulting Lender to provide such amount as provided in this

Requests for Borrowing. The Following the Effective Date, the Borrower shall give the Administrative Agent irrevocable prior written Lenders a notice of each Loan (other than any Interest Loan) substantially in the form of Exhibit B or such other form as may be reasonably approved A (a "BORROWING NOTICE"), duly executed by the Administrative Agent (including any form on an electronic platform Chief Executive Officer or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Chief Financial Officer of the Borrower (a “Notice of Borrowing”)ATTL, not later than 12:00 noon (i) on the same fifth Business Day as each Base Rate prior to the borrowing date of such Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (AI) the principal amount of such Loan in Dollars, which shall be in an aggregate amount of $2,000,000 or an integral multiple of $1,000,000 in excess thereof (not to exceed, together with any outstanding Loans other than Interest Loans, the Aggregate Commitment), (II) the borrowing date of such borrowingLoan, which shall be a Business Day, (BIII) the name of any Borrowing Subsidiary proposed to be a borrower and (IV) the bank account or accounts of the Borrower (or Borrowing Subsidiary) to which the Loan is to be disbursed, and certifying, as of the date of the Borrowing Notice and as of the borrowing date, that (W) the Borrower and the Borrowing Subsidiaries have performed and complied with all the respective terms and conditions of this Agreement applicable to them, (X) the representations and warranties contained in Section 9 are and will be true and correct; (Y) there exists and will exist no condition or event which constitutes or which, after notice or passage of time or both, would constitute an Event of Default, and (Z) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) the Loan specified in the case of Revolving Credit Loans whether Borrowing Notice is consistent with the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has most recently delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Budget. Any Borrowing Notice of Borrowing. A Notice of Borrowing received after 12:00 noon (New York time) shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify If the Revolving Credit Borrower requests in a Borrowing Notice pursuant to this Section that all or a portion of an amount of the Loan specified therein be made available to one or more Borrowing Subsidiaries, Borrower must deliver the Borrowing Notice to the Lenders of each Notice of Borrowingnot later than (I) 20 Business Days prior to the requested borrowing date if any relevant Borrowing Subsidiary is domiciled in Colombia or Brazil; or (II) 10 Business Days prior to the requested borrowing date if any relevant Borrowing Subsidiary is domiciled in Peru, Argentina or Chile.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Facility Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower of up to the Maximum Monthly Amount to finance up to seventy five and sixty-one hundredths percent (75.61%) of the Total Cost of such Asset Pool or such other amount as the Lender shall give have indicated it would consider financing in any prior discussions with the Administrative Agent irrevocable prior written notice Borrower related to such Asset Pool. Each such request for a Loan hereunder shall be in substantially in the form of Exhibit B A hereto (each a “Borrowing Request”), and shall state the Loan Series in which such Loan is to be included and shall be accompanied by the relevant bid package (including the proposed Purchase Agreement to be entered into if the Borrower is the successful bidder for such Asset Pool), all relevant written or electronic information acquired by and all material oral information actually known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of all Assets in the Asset Pool, and such other form information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days after receipt thereof from the Borrower. The Lender’s failure to respond to a Borrowing Request within five (5) Business Days (or within such extended period as may be reasonably approved required in the event additional information or documentation is requested by the Administrative Agent (including any form on an electronic platform or electronic transmission system as Lender) shall be approved deemed a rejection of the Borrowing Request by the Administrative AgentLender. Notwithstanding anything in the foregoing to the contrary, the Lender’s decision to accept or reject a Borrowing Request shall be in the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), appropriately completed without notification, justification or explanation, and signed by a Responsible Officer without regard to whether or not the Lender has given any prior indication of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) interest or oral approval with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowingspecified Asset Pool.

Requests for Borrowing. The A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (i) requests for a Revolving Credit Loan shall be made in the manner prescribed by Article 5 (with respect to the initial Revolving Credit Loan, Borrower shall give the Administrative Agent irrevocable reasonable prior written notice substantially in of the form occurrence of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as Effective Date, which notice shall be approved by the Administrative Agentirrevocable), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and ; (ii) at least three (3) Business Days before each LIBOR Rate Loanwhenever a check or other item is presented to a Disbursing Bank for payment against a Disbursement Account in an amount greater than the then available balance in such account, of its intention such Disbursing Bank shall, and is hereby irrevocably authorized by Borrower to, give Agent notice thereof, which notice shall be deemed to borrow, specifying (A) be a request for a Revolving Credit Loan on the date of such borrowingnotice in an amount equal to the excess of such check or other item over such available balance; (iii) unless payment is otherwise timely made, which the becoming due of any amount required to be paid under this Agreement or any of the Notes as interest, or any scheduled installment of principal, shall be deemed to be a Business Dayrequest for a Revolving Credit Loan on the due date in the amount required to pay such interest or scheduled installment of principal; (iv) unless payment is otherwise timely made, the becoming due of any other Secured Obligation shall be deemed to be a request for a Revolving Credit Loan on the due date in the amount then so due, and such request shall be irrevocable; and (Bv) the receipt by Agent of notification from L/C Issuer to the effect that a drawing has been made under a Letter of Credit and that Borrower has failed to reimburse L/C Issuer therefor in accordance with the terms of the Letter of Credit, the Reimbursement Agreement and Article 3, shall be deemed to be a request for a Revolving Credit Loan on the date such notification is received in the amount of such borrowing, drawing which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowingis so unreimbursed.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Facility Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower of up to the Maximum Monthly Amount to finance up to sixty three and four hundred fifteen thousandths percent (63.415%) of the Total Cost of such Asset Pool or such other amount as the Lender shall give have indicated it would consider financing in any prior discussions with the Administrative Agent irrevocable prior written notice Borrower related to such Asset Pool. Each such request for a Loan hereunder shall be in substantially in the form of Exhibit B A hereto (each a “Borrowing Request”), and shall state the Loan Series in which such Loan is to be included and shall be accompanied by the relevant bid package (including the proposed Purchase Agreement to be entered into if the Borrower is the successful bidder for such Asset Pool), all relevant written or electronic information acquired by and all material oral information actually known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be obtained upon collection of all Assets in the Asset Pool, solely for purposes of determining the Target Rate (as defined in the Operating Agreement), a designated internal rate of return, and such other form information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days after receipt thereof from the Borrower. The Lender’s failure to respond to a Borrowing Request within five (5) Business Days (or within such extended period as may be reasonably approved required in the event additional information or documentation is requested by the Administrative Agent (including any form on an electronic platform or electronic transmission system as Lender) shall be approved deemed a rejection of the Borrowing Request by the Administrative AgentLender. Notwithstanding anything in the foregoing to the contrary, the Lender’s decision to accept or reject a Borrowing Request shall be in the Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), appropriately completed without notification, justification or explanation, and signed by a Responsible Officer without regard to whether or not the Lender has given any prior indication of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) interest or oral approval with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowingspecified Asset Pool.

Requests for Borrowing. The A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (i) with respect to the initial Revolving Credit Loan, the Borrower shall give the Administrative Agent irrevocable prior written notice substantially in of the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as Effective Date, which notice shall be approved by the Administrative Agent)irrevocable, appropriately completed and signed by a Responsible Officer of and, as to subsequent Revolving Credit Loans, the Borrower may give the Agent notice, before 2:00 p.m. (a “Notice Atlanta time) on the proposed borrowing date as to any Revolving Credit Loan consisting of Borrowing”), not later than Prime Rate Advances or before 12:00 noon (iAtlanta time) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR the proposed borrowing date as to any Revolving Credit Loan consisting of Eurodollar Rate LoanAdvances, of its intention to borrow, specifying the amount of the proposed borrowing and the proposed borrowing date and, if applicable, the Interest Period for the Eurodollar Rate Advances comprising such borrowing, (Aii) whenever a check or other item is presented to a Disbursing Bank for payment against a Controlled Disbursement Account in an amount greater than the then available balance in such account, such Disbursing Bank shall, and is hereby irrevocably authorized by the Borrower to, give the Agent notice thereof, which notice shall be deemed to be a request for a Revolving Credit Loan consisting of Prime Rate Advances on the date of such borrowingnotice in an amount equal to the excess of such check or other item over such available balance, (iii) unless payment is otherwise made by the Borrower, which the becoming due of any amount required to be paid under this Agreement or any of the Notes as interest shall be deemed to be a Business Dayrequest for a Revolving Credit Loan consisting of Prime Rate Advances on the due date in the amount required to pay such interest, (iv) unless payment is otherwise made by the Borrower, the becoming due of any other Secured Obligation shall be deemed to be a request for a Revolving Credit Loan consisting of Prime Rate Advances on the due date in the amount then so due, and such request shall be irrevocable, and (Bv) the receipt by the Agent of notification from NationsBank to the effect that a drawing has been made under a Letter of Credit or under an IRB L/C and that the Borrower has failed to reimburse NationsBank therefor in accordance with the terms of the Letter of Credit or IRB L/C, the Reimbursement Agreement or IRB L/C Agreement and ARTICLE 3, shall be deemed to be a request for a Revolving Credit Loan consisting of Prime Rate Advances on the date such notification is received in the amount of such borrowing, drawing which shall be, is so unreimbursed; PROVIDED that if any notice referred to in CLAUSE (xI) with respect to Base Rate Loans above is received after 2:00 p.m. (other than Swingline LoansAtlanta time) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in on the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loansproposed borrowing date, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall proposed borrowing will be made as Base Rate Loans unless the Borrower has delivered postponed automatically to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Unless the Agent has elected periodic settlements pursuant to SECTION 5.7, the Agent shall promptly notify the Lenders of any notice of borrowing given or deemed given pursuant to this SECTION 2.2(A) by 2:30 p.m. (Atlanta time) on the proposed borrowing date. Not later than 3:30 p.m. (Atlanta time) on the proposed borrowing date, each Lender will make available to the Agent, for the account of the Borrower, at the Agent's Office in funds immediately available to the Agent, an amount equal to such Lender's Commitment Percentage of the Revolving Credit Lenders of each Notice of BorrowingLoans to be made on such borrowing date.

Requests for Borrowing. The A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (i) with respect to each Revolving Credit Loan, the Borrower shall give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “"Notice of Borrowing”), /Conversion/Continuation") not later than 12:00 noon 2:00 p.m. (iBoston time) on (x) the same Business Day as date of each Base Rate Loan and each Swingline Loan Loan, and (iiy) at least three (3) the third Business Days Day before each LIBOR Rate Eurodollar Loan, of its intention to borrow, specifying specifying (A) the date of such borrowing, which shall be a Business Day, , (B) the aggregate amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, , (C) whether such the Loans are to be Revolving Credit Eurodollar Loans or Swingline Base Rate Loans, and (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loansa Eurodollar Loan, the duration of the Interest Period applicable thereto thereto, and (provided that ii) unless payment is otherwise made by the Borrower, the becoming due of any Revolving Credit Loans made on the Closing Date amount required to be paid under this Agreement or any of the three (3) Business Days following the Closing Date shall be made Note as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon interest shall be deemed received to be a request for a borrowing on the next due date in the amount required to pay such interest, and (iii) unless payment is otherwise made by the Borrower, the becoming due of any other Secured Obligations shall be deemed to be a request for a borrowing on the due date in the amount then so due, such request shall be irrevocable and the Agent will notify the Borrower of the amount of any such borrowing; provided, that if any notice referred to in clause (i) above is received after 2:00 p.m. (Boston time) on the proposed borrowing date, the proposed borrowing will be postponed automatically for one Business Day. The Administrative Agent shall promptly notify the Lenders of such notice. Not later than 3:00 p.m. (Boston time) on the proposed borrowing date, each Lender will make available to the Agent, for the account of the Borrower, at the office of the Agent in funds immediately available to the Agent, such Lender's Revolving Facility Percentage of the Revolving Credit Lenders of each Notice of BorrowingLoans to be made on such borrowing date. Notwithstanding any other provision hereof, the Borrower shall not have outstanding at any time more than ten (10) Loans which are Eurodollar Loans.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Funding Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall give the Administrative Agent irrevocable prior written notice be in substantially in the form of Exhibit B A hereto (each a "Borrowing Request"), and shall be accompanied by the relevant bid package (including, if available, the proposed Purchase Agreement (or Forward Flow Purchase Agreement, if applicable and available) to be entered into if the Borrower is the successful bidder for such Asset Pool (or in the case of a Purchase Agreement assigned by the Parent or a Purchase Affiliate, as applicable, in connection with Section 2.1(g), the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be obtained upon collection of such Accounts, a projection of the combined interest and Contingent Payments to be paid to the Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (the "Projected Accrual Schedule") and such other form information as the Lender may be reasonably approved by the Administrative Agent request. The Lender shall accept or reject a Borrowing Request within (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (ia) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loanif the Asset Pool to be purchased in connection therewith has an anticipated purchase price (as described in the submitted Borrowing Request) less than or equal to the Borrowing Request Threshold Amount, of its intention or (b) ten (10) Business Days if the Asset Pool to borrowbe purchased in connection therewith has an anticipated purchase price (as described in the submitted Borrowing Request) greater than the Borrowing Request Threshold Amount ((a) or (b), specifying (A) as applicable, being the date of such borrowing"Response Period"), which after receipt thereof from the Borrower. The Lender's failure to accept a Borrowing Request within the Response Period shall be deemed a Business Dayrejection of the Borrowing Request by the Lender. Notwithstanding anything in the foregoing to the contrary, the Lender's decision to accept or reject a Borrowing Request shall be in the Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (B) or no reason), without notification, justification or explanation, and without regard to whether or not the amount Lender has given any prior indication of such borrowing, which shall be, (x) interest or oral approval with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify the Revolving Credit Lenders of each Notice of Borrowingspecified Asset Pool.

Requests for Borrowing. The A request for a borrowing shall be made, or shall be deemed to be made, in the following manner: (i) with respect to requests for Revolving Credit Loans, the Borrower shall give the Administrative Agent irrevocable prior written notice substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying the amount of the Advance, the proposed borrowing date and whether the Advance shall be a Eurodollar Rate Advance or a Prime Rate Advance, which notice shall be given in accordance with the provisions of SECTION 4.1; (Aii) whenever a presentment or request for payment is made against the Controlled Disbursement Account in an amount greater than the then available balance in such account, such presentation or request shall be deemed to be a request for a Prime Rate Advance on the date of such borrowing, which shall be a Business Day, (B) notice in an amount equal to the amount excess of such borrowingcheck over such available balance; (iii) unless payment is otherwise made by the Borrower, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount the maturity of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are any Secured Obligation required to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon paid shall be deemed received to be a request for a Prime Rate Advance on the next Business Daydue date in the amount required to pay such Secured Obligation; and (iv) if a drawing is made under the Standby Letter of Credit and the Borrower fails to reimburse NationsBank and the Lenders therefor, such failure to reimburse shall be deemed to be a request for a Prime Rate Advance on the date such notification is received in the amount so unreimbursed. The Administrative Unless the Agent has elected periodic settlements pursuant to SECTION 4.8, the Agent shall promptly notify the Lenders of any notice of borrowing given or deemed given pursuant to this SECTION 2.2(A) by 12:00 noon (Atlanta time) on the proposed borrowing date with respect to a Prime Rate Advance or on the second Business Day prior to the proposed borrowing date with respect to a Eurodollar Rate Advance. The notice from the Agent to the Lenders shall set forth the information contained in the Borrower's notice of borrowing. Not later than 1:30 p.m. (Atlanta time) on the proposed borrowing date, each Lender will make available to the Agent, for the account of the Borrower, at the Agent's Office in funds immediately available to the Agent, an amount equal to such Lender's Commitment Percentage of the Revolving Credit Lenders of each Notice of BorrowingLoans to be made on such borrowing date.

Requests for Borrowing. The Borrower shall give the Administrative Agent irrevocable prior written Lender a notice substantially of each Loan in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent A (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agenta "BORROWING NOTICE"), appropriately completed and signed duly executed by a Responsible its Chief Executive Officer of the Borrower (a “Notice of Borrowing”)or Chief Financial Officer, not later than 12:00 noon (i) on the same fifth Business Day as each Base Rate prior to the borrowing date of such Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (AI) the principal amount of such Loan in Dollars, which shall be in an aggregate amount of $2,000,000 or an integral multiple of $1,000,000 in excess thereof (not to exceed, together with any outstanding Loans, the Aggregate Commitment), (II) the borrowing date of such borrowingLoan, which shall be a Business Day, (BIII) the name of any Borrowing Subsidiary proposed to be a borrower and (IV) the bank account or accounts of the Borrower (or Borrowing Subsidiary) to which the Loan is to be disbursed, and certifying, as of the date of the Borrowing Notice and as of the borrowing date, that (W) the Borrower and the Borrowing Subsidiaries have performed and complied with all the respective terms and conditions of this Agreement applicable to them, (X) the representations and warranties contained in Section 9 are and will be true and correct; (Y) there exists and will exist no condition or event which constitutes or which, after notice or passage of time or both, would constitute an Event of Default, and (Z) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) the Loan specified in the case of Revolving Credit Loans whether Borrowing Notice is consistent with the Loans are to be LIBOR Rate Loans or Base Rate Loans, and (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (3) most recently delivered Business Days following the Closing Date shall be made as Base Rate Loans unless the Borrower has delivered to the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Plan. Any Borrowing Notice of Borrowing. A Notice of Borrowing received after 12:00 noon (New York time) shall be deemed received on the next Business Day. The Administrative Agent shall promptly notify If the Revolving Credit Lenders Borrower requests in a Borrowing Notice pursuant to this Section that all or a portion of each an amount of the Loan specified therein be made available to one or more Borrowing Subsidiaries, Borrower must deliver the Borrowing Notice of Borrowingto Lender not later than (I) 20 Business Days prior to the requested borrowing date if any relevant Borrowing Subsidiary is domiciled in Colombia or Brazil; or (II) 10 Business Days prior to the requested borrowing date if any relevant Borrowing Subsidiary is domiciled in Peru, Argentina or Chile.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Funding Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance up to ninety percent (90%) of the Total Cost of such Asset Pool. Each such request for a Loan hereunder shall give the Administrative Agent irrevocable prior written notice be in substantially in the form of Exhibit B or such other form as may A hereto (each a "Borrowing Request"), and shall be reasonably approved accompanied by the Administrative Agent relevant bid package (including any form on an electronic platform including, if available, the proposed Purchase Agreement (or electronic transmission system as shall Forward Flow Purchase Agreement, if applicable and available) to be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of entered into if the Borrower is the successful bidder for such Asset Pool (a “Notice of Borrowing”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Day, (B) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans or Swingline Loans, (D) in the case of Revolving Credit Loans whether a Purchase Agreement assigned by the Loans are Parent or a Purchase Affiliate, as applicable, in connection with Section 2.1(g), the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower's anticipated recoveries, cash flows and net returns to be LIBOR Rate Loans or Base Rate Loansobtained upon collection of such Accounts, and (E) in the case of LIBOR Rate Loans, the duration a projection of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on combined interest and Contingent Payments to be paid to the Closing Date or any Lender over the expected term of such Asset Pool as contemplated in Treasury Regulation ss. 1.1275-4(b), which projection shall constitute the accrual for federal income tax purposes, of the three Borrower's interest deductions and the Lender's interest income with respect to such Asset Pool (3the "Projected Accrual Schedule") and such other information as the Lender may reasonably request. The Lender shall accept or reject a Borrowing Request within five (5) Business Days following (the Closing Date shall be made as Base Rate Loans unless "Response Period"), after receipt thereof from the Borrower has delivered Borrower. The Lender's failure to accept a Borrowing Request within the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon Response Period shall be deemed received on a rejection of the next Business DayBorrowing Request by the Lender. The Administrative Agent Notwithstanding anything in the foregoing to the contrary, the Lender's decision to accept or reject a Borrowing Request shall promptly notify be in the Revolving Credit Lenders Lender's sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and without regard to whether or not the Lender has given any prior indication of each Notice of Borrowinginterest or oral approval with respect to the specified Asset Pool.

Requests for Borrowing. The From time to time during the period from the date hereof to and including the Funding Termination Date, the Borrower may present to the Lender written information describing a particular Asset Pool (i) with respect to which the Borrower intends to submit an offer to purchase and (ii) requesting that the Lender make a Loan to the Borrower to finance up to forty percent (40%) of the Total Cost of such Asset Pool; provided, however, that the Lender may, in its sole and absolute discretion, agree to increase such percentage on a transaction-by-transaction basis. Each such request for a Loan hereunder shall give the Administrative Agent irrevocable prior written notice be in substantially in the form of Exhibit B or such other form as may be reasonably approved by the Administrative Agent A hereto (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower (each a “Notice of BorrowingBorrowing Request”), not later than 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days before each LIBOR Rate Loan, of its intention to borrow, specifying (A) the date of such borrowing, which shall be a Business Dayaccompanied by the relevant bid package (including, if available, the proposed Purchase Agreement (Bor Forward Flow Purchase Agreement, if applicable and available) the amount of such borrowing, which shall be, (x) with respect to Base Rate Loans (other than Swingline Loans) in an aggregate principal amount of $2,000,000 or a whole multiple of $1,000,000 in excess thereof, (y) with respect to LIBOR Rate Loans in an aggregate principal amount of $3,000,000 or a whole multiple of $1,000,000 in excess thereof and (z) with respect to Swingline Loans in whole multiples of $100,000, (C) whether such Loans are to be Revolving Credit Loans entered into if the Borrower is the successful bidder for such Asset Pool (or Swingline Loans, (D) in the case of Revolving Credit Loans whether a Purchase Agreement assigned by the Loans are Parent or a Purchase Affiliate, as applicable, in connection with Section 2.1(g), the Purchase Agreement so assigned), all relevant information known to the Borrower regarding the Accounts comprising such Asset Pool, the proposed Servicing Fee for collection of such Accounts, projections of the Borrower’s anticipated recoveries, cash flows and net returns to be LIBOR Rate Loans obtained upon collection of such Accounts and such other information as the Lender may reasonably request. The Lender shall accept or Base Rate Loans, and reject a Borrowing Request within five (E) in the case of LIBOR Rate Loans, the duration of the Interest Period applicable thereto (provided that any Revolving Credit Loans made on the Closing Date or any of the three (35) Business Days following (the Closing Date shall be made as Base Rate Loans unless “Response Period”), after receipt thereof from the Borrower has delivered Borrower. The Lender’s failure to accept a Borrowing Request within the Administrative Agent a funding indemnity letter in form and substance reasonably satisfactory to the Administrative Agent not less than three (3) Business Days prior to the date of such Revolving Credit Loans); provided that, notwithstanding the foregoing, the Borrower may provide such notice to the Administrative Agent by telephone; provided that any telephonic notice must be confirmed promptly thereafter by delivery to the Administrative Agent of a Notice of Borrowing. A Notice of Borrowing received after 12:00 noon Response Period shall be deemed received on a rejection of the next Business DayBorrowing Request by the Lender. The Administrative Agent Notwithstanding anything in the foregoing to the contrary, the Lender’s decision to accept or reject a Borrowing Request shall promptly notify be in the Revolving Credit Lenders Lender’s sole and absolute discretion and the Lender may decline any Borrowing Request for any reason (or no reason), without notification, justification or explanation, and without regard to whether or not the Lender has given any prior indication of each Notice of Borrowinginterest or oral approval with respect to the specified Asset Pool.