Common use of Requests for Loans Clause in Contracts

Requests for Loans. A requesting Borrower must give to the appropriate Agent written notice (or telephonic notice promptly confirmed in writing) of any requested Borrowing. Each such notice constitutes a “Borrowing Notice” hereunder and must: (a) specify (i) as to US Loans (A) the aggregate amount of any such Borrowing and the date on which Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (B) the aggregate amount of any such Borrowing by way of Bankers’ Acceptances (subject to Section 2.12(f)), and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ Acceptances are to be issued; and (c) if any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “Working Capital Borrowing”), such Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time of such repayment. Each such written request or confirmation must be made in the form and substance of the “US Borrowing Notice” attached hereto as Exhibit B-1 or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled to recover from such Borrower, on demand in lieu of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or Dollars.

Requests for Loans. A requesting Borrower must (a) Ryder shall give to the appropriate Administrative Agent written notice in the form of Exhibit B-1 hereto (or telephonic notice promptly confirmed in writingwriting or a facsimile in the form of Exhibit B-1 hereto, or as provided in §2.12(c) with respect to actual or deemed requests for Domestic Base Rate Loans) of each Domestic Loan requested hereunder (a “Domestic Loan Request”) not later than (a) 11:00 a.m. (Boston time) one (1) Business Day prior to the proposed Drawdown Date of any requested BorrowingDomestic Loan that is a Base Rate Loan, or (b) 11:00 am (Boston time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any Domestic Loan that is a LIBOR Rate Loan. Each such notice constitutes a “Borrowing Notice” hereunder and must: (a) Domestic Loan Request shall specify (i) as to US Loans (A) the aggregate principal amount of any such Borrowing and the date on which Base Rate Loans are to be advancedDomestic Loan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing of new Eurodollar LoansDomestic Loan, the date on which (C) whether such Eurodollar Loans are Domestic Loan requested is to be advanced a Base Rate Loan or a LIBOR Rate Loan, and (which shall be the first day of D) the Interest Period which for such Domestic Loan, if a LIBOR Rate Loan. Each Domestic Loan requested shall be in a minimum amount of $10,000,000. Domestic Loan Requests made hereunder shall be irrevocable and binding on Ryder and shall obligate Ryder to accept the Domestic Loan requested from the Domestic Banks on the proposed Drawdown Date. (b) The Canadian Borrowers shall give to the Canadian Agent written notice in the form of Exhibit B-2 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-2 hereto or as provided in §2.14(c) with respect to actual or deemed requests for Canadian Base Rate Loans) of each Canadian Loan requested hereunder (a “Canadian Loan Request”) not later than (a) 12:00 noon (Toronto time) one (1) Business Day prior to the proposed Drawdown Date of any Canadian Loan that is to apply thereto), and the length of the applicable Interest Perioda Base Rate Loan, or (iib) as 12:00 noon (Toronto time) three (3) Canadian Business Days prior to the proposed Drawdown Date of any Canadian Loans Loan that is a LIBOR Rate Loan. Each such Canadian Loan Request shall specify (A) the aggregate principal amount of any such Borrowing of new the Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advancedLoan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing by way of Bankers’ Acceptances Canadian Loan, (subject to Section 2.12(f)), and the date on which C) whether such Bankers’ Acceptances are Canadian Loan is to be accepted and the maturity of such Bankers’ Acceptances a Base Rate Loan or a LIBOR Rate Loan, (if Canadian Dollar-denominated LoansD) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which of such Canadian Loan, if a LIBOR Rate Loan, and (E) whether such Canadian Loan is to apply theretobe denominated in Canadian Dollars or U.S. Dollars. Each Canadian Loan Request shall be in a minimum amount of C$3,000,000 or an integral multiple of C$100,000 above such amount (or, in any case, the Dollar Equivalent thereof). Canadian Loan Requests made hereunder shall be irrevocable and binding on the Canadian Borrowers, and shall obligate the length of Canadian Borrowers to accept the applicable Interest Period (if Dollar-Canadian Loan requested from the Canadian Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, no requested Canadian Loan denominated Loans); and (b) in Canadian Dollars may be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base a LIBOR Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ Acceptances are to be issued; andLoan. (c) if The U.K. Borrowers shall give to the U.K. Agent written notice in the form of Exhibit B-3 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-3 hereto or as provided in §2.13(c) with respect to actual or deemed requests for U.K. Base Rate Loans) of each U.K. Loan requested hereunder (a “U.K. Loan Request”) not later than (a) 12:00 noon (London time) one (1) Business Day prior to the proposed Drawdown Date of any requested Borrowing U.K. Loan that is a Base Rate Loan or portion thereof any U.K. LIBOR Rate Loan denominated in Sterling or (b) 12:00 noon (London time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any U.K. Loan that is a LIBOR Rate Loan denominated in U.S. Dollars or any EURIBOR Rate Loan. Each such U.K. Loan Request shall specify (A) the principal amount of the U.K. Loan requested, (B) the proposed Drawdown Date of such U.K. Loan, (C) whether such U.K. Loan is to be utilized exclusively for working capital purposes a Base Rate Loan (which may only be requested in the event that a LIBOR Rate Loan is not available) or a LIBOR Rate Loan, (D) the Interest Period of such Borrowing U.K. Loan, if a LIBOR Rate Loan, and (E) whether such U.K. Loan is to be denominated in Sterling, U.S. Dollars or such portion being called Euros. Each U.K. Loan Request shall be in a minimum amount of $1,000,000, £500,000 if denominated in Sterling or EU1,000,000 if denominated in Euros. U.K. Loan Requests made hereunder shall be irrevocable and binding on the U.K. Borrowers, and shall obligate the U.K. Borrowers to accept the U.K. Loan requested from the U.K. Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, the requested U.K. Loans denominated in Sterling or Euro (other than the U.K. Swing Line Loans) shall be LIBOR Rate Loans. (d) Ryder PR shall give the Administrative Agent written notice in the form of Exhibit B-4 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-4 of each PR Loan requested hereunder (a “Working Capital BorrowingPR Loan Request”), such Borrower shall specify in ) not later than (a) 11:00 a.m. Boston time one (1) Business Day prior to the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, proposed Drawdown Date of any repayment of a PR Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to bear interest calculated by reference to the appropriate Agent at Domestic Base Rate, or (b) 11:00 a.m. (Boston time) three (3) Eurodollar Business Days prior to the time proposed Drawdown Date of such repaymentany PR Loan that is to bear interest calculated by reference to the Domestic LIBOR Rate. Each such written request or confirmation must be made in PR Loan Request shall specify (A) the form and substance principal amount of each PR Loan requested, (B) the “US Borrowing Notice” attached hereto as Exhibit B-1 proposed Drawdown Date of such PR Loan, (C) whether such PR Loan requested is to bear interest calculated by reference to the Domestic Base Rate or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completedDomestic LIBOR Rate. Each such telephonic request PR Loan Requests made hereunder shall be deemed a representationirrevocable and binding on Ryder PR, warranty, acknowledgment and agreement by such Borrower as shall obligate Ryder PR to accept the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, PR Loan requested from the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will XX Xxxxx on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such proposed Drawdown Date. (e) The Administrative Agent shall promptly make such Loans available to notify each Domestic Bank of each Domestic Loan Request received by the requesting BorrowerAdministrative Agent. Unless an The Canadian Agent shall have promptly notify each Canadian Bank of each Canadian Loan Request received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Canadian Agent. The U.K. Agent shall promptly notify each U.K. Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) each U.K. Loan Request received by the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repaymentU.K. Agent. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such The Administrative Agent shall be entitled to recover from such Borrower, on demand in lieu promptly notify each PR Bank of each PR Loan Request received by the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or DollarsAdministrative Agent.

Requests for Loans. A requesting Borrower must (a) Ryder shall give to the appropriate Administrative Agent written notice appropriately completed and signed by a Responsible Officer of Ryder in the form of Exhibit B-1 hereto (or telephonic notice promptly confirmed in writingwriting or a facsimile in the form of Exhibit B-1 hereto, or as provided in §2.12(c) with respect to actual or deemed requests for Domestic Base Rate Loans) or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) of any each Domestic Loan requested Borrowing. Each such notice constitutes hereunder (a “Borrowing Notice” hereunder and must: (aDomestic Loan Request”) specify not later than (i) as to US Loans (A) 11:00 a.m. on the aggregate amount proposed Drawdown Date of any such Borrowing and the date on which Domestic Loan that is a Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest PeriodLoan, or (ii) as 11:00 am three (3) Eurodollar Business Days prior to Canadian Loans the proposed Drawdown Date of any Domestic Loan that is a LIBOR Rate Loan. Each such Domestic Loan Request shall specify (A) the aggregate principal amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advancedDomestic Loan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing by way of Bankers’ Acceptances Domestic Loan, (subject C) whether such Domestic Loan requested is to Section 2.12(f))be a Base Rate Loan or a LIBOR Rate Loan, and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated LoansD) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is for such Domestic Loan, if a LIBOR Rate Loan. Each Domestic Loan requested shall be in a minimum amount of $10,000,000. Domestic Loan Requests made hereunder shall be irrevocable and binding on Ryder and shall obligate Ryder to apply thereto), and accept the length of Domestic Loan requested from the applicable Interest Period (if Dollar-denominated Loans); andDomestic Banks on the proposed Drawdown Date. (b) The Canadian Borrowers shall give to the Canadian Agent written notice appropriately completed and signed by a Responsible Officer of the Canadian Borrowers in the form of Exhibit B-2 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-2 hereto or as provided in §2.14(c) with respect to actual or deemed requests for Canadian Base Rate Loans) or such other form as may be received approved by the appropriate Canadian Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Canadian Agent) of each Canadian Loan requested hereunder (a “Canadian Loan Request”) not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) 12:00 noon (Toronto time) one (1) Business Day prior to the day on which proposed Drawdown Date of any such Canadian Loan that is a Base Rate LoansLoan, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) 12:00 noon (Toronto time) three (3) Canadian Business Days prior to the third Business Day preceding proposed Drawdown Date of any Canadian Loan that is a LIBOR Rate Loan. Each such Canadian Loan Request shall specify (A) the day on which any principal amount of the Canadian Loan requested, (B) the proposed Drawdown Date of such Eurodollar Loans are Canadian Loan, (C) whether such Canadian Loan is to be made a Base Rate Loan or any a LIBOR Rate Loan, (D) the Interest Period of such Bankers’ Acceptances are Canadian Loan, if a LIBOR Rate Loan, and (E) whether such Canadian Loan is to be issued; anddenominated in Canadian Dollars or U.S. Dollars. Each Canadian Loan Request shall be in a minimum amount of C$3,000,000 or an integral multiple of C$100,000 above such amount (or, in any case, the Dollar Equivalent thereof). Canadian Loan Requests made hereunder shall be irrevocable and binding on the Canadian Borrowers, and shall obligate the Canadian Borrowers to accept the Canadian Loan requested from the Canadian Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, no requested Canadian Loan denominated in Canadian Dollars may be a LIBOR Rate Loan. (c) if The U.K. Borrowers shall give to the U.K. Agent written notice appropriately completed and signed by a Responsible Officer of the U.K. Borrowers in the form of Exhibit B-3 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-3 hereto or as provided in §2.13(c) with respect to actual or deemed requests for U.K. Base Rate Loans) or such other form as may be approved by the U.K. Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the U.K. Agent) of each U.K. Loan requested Borrowing hereunder (a “U.K. Loan Request”) not later than (i) 12:00 noon (London time) one (1) Business Day prior to the proposed Drawdown Date of any U.K. Loan that is a Base Rate Loan or portion thereof any U.K. LIBOR Rate Loan denominated in Sterling or (ii) 12:00 noon (London time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any U.K. Loan that is a LIBOR Rate Loan denominated in U.S. Dollars or Euros or any EURIBOR Rate Loan. Each such U.K. Loan Request shall specify (A) the principal amount of the U.K. Loan requested, (B) the proposed Drawdown Date of such U.K. Loan, (C) whether such U.K. Loan is to be utilized exclusively for working capital purposes a Base Rate Loan (which may only be requested in the event that a LIBOR Rate Loan is not available) or a LIBOR Rate Loan, (D) the Interest Period of such Borrowing U.K. Loan, if a LIBOR Rate Loan, and (E) whether such U.K. Loan is to be denominated in Sterling, U.S. Dollars or Euros. Each U.K. Loan Request shall be in a minimum amount of $1,000,000, £500,000 if denominated in Sterling or EU1,000,000 if denominated in Euros. U.K. Loan Requests made hereunder shall be irrevocable and binding on the U.K. Borrowers, and shall obligate the U.K. Borrowers to accept the U.K. Loan requested from the U.K. Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, the requested U.K. Loans denominated in Sterling or Euro (other than the U.K. Swing Line Loans) shall be LIBOR Rate Loans. (d) Ryder PR shall give the Administrative Agent written notice appropriately completed and signed by a Responsible Officer of Ryder PR in the form of Exhibit B-4 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-4) or such portion being called other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) of each PR Loan requested hereunder (a “Working Capital BorrowingPR Loan Request”), such Borrower shall specify in ) not later than (i) 11:00 a.m. on the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, proposed Drawdown Date of any repayment of a PR Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to bear interest calculated by reference to the appropriate Agent at Domestic Base Rate, or (ii) 11:00 a.m. three (3) Eurodollar Business Days prior to the time proposed Drawdown Date of such repaymentany PR Loan that is to bear interest calculated by reference to the Domestic LIBOR Rate. Each such written request or confirmation must be made in PR Loan Request shall specify (A) the form and substance principal amount of each PR Loan requested, (B) the “US Borrowing Notice” attached hereto as Exhibit B-1 proposed Drawdown Date of such PR Loan, (C) whether such PR Loan requested is to bear interest calculated by reference to the Domestic Base Rate or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completedDomestic LIBOR Rate. Each such telephonic request PR Loan Requests made hereunder shall be deemed a representationirrevocable and binding on Ryder PR, warranty, acknowledgment and agreement by such Borrower as shall obligate Ryder PR to accept the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, PR Loan requested from the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will XX Xxxxx on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such proposed Drawdown Date. (e) The Administrative Agent shall promptly make such Loans available to notify each Domestic Bank of each Domestic Loan Request received by the requesting BorrowerAdministrative Agent. Unless an The Canadian Agent shall have promptly notify each Canadian Bank of each Canadian Loan Request received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Canadian Agent. The U.K. Agent shall promptly notify each U.K. Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) each U.K. Loan Request received by the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repaymentU.K. Agent. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such The Administrative Agent shall be entitled to recover from such Borrower, on demand in lieu promptly notify each PR Bank of each PR Loan Request received by the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or DollarsAdministrative Agent.

Requests for Loans. A requesting Borrower must give to the appropriate Agent written notice (or telephonic notice promptly confirmed in writing) of any requested Borrowing. Each such notice constitutes a “"Borrowing Notice” " hereunder and must: (a) specify (i) as to US Loans (A) the aggregate amount of any such Borrowing and the date on which Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (B) the aggregate amount of any such Borrowing by way of Bankers’ ' Acceptances (subject to Section 2.12(f)), and the date on which such Bankers’ ' Acceptances are to be accepted and the maturity of such Bankers’ ' Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ ' Acceptances are to be issued; and (c) if any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “"Working Capital Borrowing”"), such Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time of such repayment. Each such written request or confirmation must be made in the form and substance of the “"US Borrowing Notice” " attached hereto as Exhibit B-1 or the “"Canadian Borrowing Notice” " attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s 's new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s 's new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “"Bank Rate” " as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled to recover from such Borrower, on demand in lieu of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s 's option, may be advanced in Canadian Dollars or Dollars.

Requests for Loans. A requesting Borrower must (a) Ryder shall give to the appropriate Administrative Agent written notice in the form of Exhibit B-1 hereto (or telephonic notice promptly confirmed in writingwriting or a facsimile in the form of Exhibit B-1 hereto) of each Domestic Loan requested hereunder (a "Domestic Loan Request") not later than (a) 12:00 noon (Boston time) one (1) Business Day prior to the proposed Drawdown Date of any requested BorrowingDomestic Loan that is a Base Rate Loan, or (b) 12:00 noon (Boston time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any Domestic Loan that is a LIBOR Rate Loan. Each such notice constitutes a “Borrowing Notice” hereunder and must: (a) Domestic Loan Request shall specify (i) as to US Loans (A) the aggregate principal amount of any such Borrowing and the date on which Base Rate Loans are to be advancedDomestic Loan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing of new Eurodollar LoansDomestic Loan, the date on which (C) whether such Eurodollar Loans are Domestic Loan requested is to be advanced a Base Rate Loan or a LIBOR Rate Loan, and (which shall be the first day of D) the Interest Period which for such Domestic Loan, if a LIBOR Rate Loan. Each Domestic Loan requested shall be in a minimum amount of $10,000,000. Domestic Loan Requests made hereunder shall be irrevocable and binding on Ryder and shall obligate Ryder to accept the Domestic Loan requested from the Domestic Banks on the proposed Drawdown Date. (b) The Canadian Borrowers shall give to the Canadian Agent written notice in the form of Exhibit B-2 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-2 hereto) of each Canadian Loan requested hereunder (a "Canadian Loan Request") not later than (a) 12:00 noon (Toronto time) one (1) Business Day prior to the proposed Drawdown Date of any Canadian Loan that is to apply thereto), and the length of the applicable Interest Perioda Base Rate Loan, or (iib) as 12:00 noon (Toronto time) three (3) Canadian Business Days prior to the proposed Drawdown Date of any Canadian Loans Loan that is a LIBOR Rate Loan. Each such Canadian Loan Request shall specify (A) the aggregate principal amount of any such Borrowing of new the Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advancedLoan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing by way of Bankers’ Acceptances Canadian Loan, (subject to Section 2.12(f)), and the date on which C) whether such Bankers’ Acceptances are Canadian Loan is to be accepted and the maturity of such Bankers’ Acceptances a Base Rate Loan or a LIBOR Rate Loan, (if Canadian Dollar-denominated LoansD) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which of such Canadian Loan, if a LIBOR Rate Loan, and (E) whether such Canadian Loan is to apply thereto)be denominated in Canadian Dollars or U.S. Dollars. Each Canadian Loan Request shall be in a minimum amount of C$3,000,000 or the Dollar Equivalent thereof. Canadian Loan Requests made hereunder shall be irrevocable and binding on the Canadian Borrowers, and shall obligate the length of Canadian Borrowers to accept the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by Canadian Loan requested from the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as Canadian Banks on the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ Acceptances are to be issued; andproposed Drawdown Date. (c) if The U.K. Borrowers shall give to the U.K. Agent written notice in the form of Exhibit B-3 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-3 hereto) of each U.K. Loan requested hereunder (a "U.K. Loan Request") not later than (a) 12:00 noon (London time) one (1) Business Day prior to the proposed Drawdown Date of any requested Borrowing U.K. Loan that is a Base Rate Loan or portion thereof any U.K. LIBOR Rate Loan denominated in Sterling or (b) 12:00 noon (London time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any U.K. Loan that is a LIBOR Rate Loan denominated in U.S. Dollars or any EURIBOR Rate Loan. Each such U.K. Loan Request shall specify (A) the principal amount of the U.K. Loan requested, (B) the proposed Drawdown Date of such U.K. Loan, (C) whether such U.K. Loan is to be utilized exclusively for working capital purposes a Base Rate Loan (such Borrowing or such portion being called a “Working Capital Borrowing”), such Borrower shall specify which may only be requested in the Borrowing Notice event that a LIBOR Rate Loan is not available) or a LIBOR Rate Loan, (D) the Interest Period of such Borrowing U.K. Loan, if a LIBOR Rate Loan, and (E) whether such U.K. Loan is to be denominated in Sterling, U.S. Dollars or such portion is Euros. Each U.K. Loan Request shall be in a Working Capital Borrowingminimum amount of $1,000,000, (pound)500,000 if denominated in Sterling or EU1,000,000 if denominated in Euros. In additionU.K. Loan Requests made hereunder shall be irrevocable and binding on the U.K. Borrowers, and shall obligate the U.K. Borrowers to accept the U.K. Loan requested from the U.K. Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, the U.K. Loans denominated in Sterling (other than the U.K. Swing Line Loans) shall be LIBOR Rate Loans. (d) Ryder PR shall give the Administrative Agent written notice in the form of Exhibit B-4 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-4 of each PR Loan requested hereunder (a "PR Loan Request") not later than (a) 12:00 noon Boston time one (1) Business Day prior to the proposed Drawdown Date of any repayment of a PR Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to bear interest calculated by reference to the appropriate Agent at Domestic Base Rate, or (b) 12:00 noon (Boston time) three (3) Eurodollar Business Days prior to the time proposed Drawdown Date of such repaymentany PR Loan that is to bear interest calculated by reference to the Domestic LIBOR Rate. Each such written request or confirmation must be made in PR Loan Request shall specify (A) the form and substance principal amount of each PR Loan requested, (B) the “US Borrowing Notice” attached hereto as Exhibit B-1 proposed Drawdown Date of such PR Loan, (C) whether such PR Loan requested is to bear interest calculated by reference to the Domestic Base Rate or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completedDomestic LIBOR Rate. Each such telephonic request PR Loan Requests made hereunder shall be deemed a representationirrevocable and binding on Ryder PR, warranty, acknowledgment and agreement by such Borrower as shall obligate Ryder PR to accept the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, PR Loan requested from the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will XX Xxxxx on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such proposed Drawdown Date. (e) The Administrative Agent shall promptly make such Loans available to notify each Domestic Bank of each Domestic Loan Request received by the requesting BorrowerAdministrative Agent. Unless an The Canadian Agent shall have promptly notify each Canadian Bank of each Canadian Loan Request received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Canadian Agent. The U.K. Agent shall promptly notify each U.K. Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) each U.K. Loan Request received by the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repaymentU.K. Agent. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such The Administrative Agent shall be entitled to recover from such Borrower, on demand in lieu promptly notify each PR Bank of each PR Loan Request received by the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or DollarsAdministrative Agent.

Requests for Loans. A requesting Borrower must (a) The Domestic Borrowers shall give to the appropriate Administrative Agent written notice in the form of Exhibit C-1 (a “Loan Request”) (or telephonic notice promptly confirmed in writinga writing in the form of Exhibit C-1) of each Domestic Revolving Loan requested hereunder not later than (i) 2:00 p.m. (New York time) one (1) Business Day prior to any requested BorrowingDrawdown Date of any Base Rate Loan or (ii) 2:00 p.m.(New York time) three (3) Business Days prior to any Drawdown Date of any LIBOR Rate Loan. Each such notice constitutes Loan Request shall be in a “Borrowing Notice” hereunder and must:minimum aggregate amount of $500,000 or an integral multiple thereof. (ab) The European Borrower shall give to the European Agent a Loan Request of each European Loan requested hereunder not later than 12:00 noon (New York time) three (3) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (c) The Canadian Borrower shall give to the Canadian Agent a Loan Request of each Canadian Revolving Loan requested hereunder not later than (i) 11:00 a.m. (New York time) one (1) Business Day prior to any Drawdown Date of any Canadian Base Rate Loan or (ii) 12:00 noon (New York time) three (3) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (d) The Australian Borrower shall give to the Administrative Agent (with a copy to Bank of America Australian Branch) a Loan Request of each Australian Revolving Loan requested hereunder not later than 12:00 noon (New York time) four (4) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (e) Each Loan Request shall specify (i) as to US Loans (A) the aggregate principal amount of any such Borrowing and the date on which Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (B) the aggregate amount of any such Borrowing by way of Bankers’ Acceptances (subject to Section 2.12(f)), and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be madeLoan requested, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ Acceptances are to be issued; and (c) if any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “Working Capital Borrowing”), such Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time proposed Drawdown Date of such repaymentLoan, (iii) the Interest Period for such Loan and (iv) the Type, if applicable, of such Loan. Each such written request or confirmation must be made in the form and substance of the “US Borrowing Notice” attached hereto as Exhibit B-1 or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon Promptly upon receipt of any such Borrowing Noticenotice (but in any event on the same day such Loan Request is received by the Applicable Agent), the appropriate Applicable Agent shall give notify each US Lender or Canadian Lender, as the case may be, prompt notice of the terms Applicable Lenders thereof. If all conditions precedent to Each such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will Loan Request shall be irrevocable and binding on the date Applicable Borrower and shall obligate the Applicable Borrower to accept the requested promptly remit to Loan on the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled to recover from such Borrower, on demand in lieu of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or Dollarsproposed Drawdown Date thereof.

Requests for Loans. A requesting Borrower must (a) Ryder shall give to the appropriate Administrative Agent written notice in the form of Exhibit B-1 hereto (or telephonic notice promptly confirmed in writingwriting or a facsimile in the form of Exhibit B-1 hereto, or as provided in §2.12(c) with respect to actual or deemed requests for Domestic Base Rate Loans) of any each Domestic Loan requested Borrowing. Each such notice constitutes hereunder (a “Borrowing Notice” hereunder and must: (aDomestic Loan Request”) specify not later than (i) as to US Loans 11:00 a.m. (AEastern time) on the aggregate amount proposed Drawdown Date of any such Borrowing and the date on which Domestic Loan that is a Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest PeriodLoan, or (ii) as 11:00 am (Eastern time) three (3) Eurodollar Business Days prior to Canadian Loans the proposed Drawdown Date of any Domestic Loan that is a LIBOR Rate Loan. Each such Domestic Loan Request shall specify (A) the aggregate principal amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advancedDomestic Loan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing by way of Bankers’ Acceptances Domestic Loan, (subject C) whether such Domestic Loan requested is to Section 2.12(f))be a Base Rate Loan or a LIBOR Rate Loan, and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated LoansD) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is for such Domestic Loan, if a LIBOR Rate Loan. Each Domestic Loan requested shall be in a minimum amount of $10,000,000. Domestic Loan Requests made hereunder shall be irrevocable and binding on Ryder and shall obligate Ryder to apply thereto), and accept the length of Domestic Loan requested from the applicable Interest Period (if Dollar-denominated Loans); andDomestic Banks on the proposed Drawdown Date. (b) be received by The Canadian Borrowers shall give to the appropriate Canadian Agent written notice in the form of Exhibit B-2 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-2 hereto or as provided in §2.14(c) with respect to actual or deemed requests for Canadian Base Rate Loans) of each Canadian Loan requested hereunder (a “Canadian Loan Request”) not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) 12:00 noon (Toronto time) one (1) Business Day prior to the day on which proposed Drawdown Date of any such Canadian Loan that is a Base Rate LoansLoan, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) 12:00 noon (Toronto time) three (3) Canadian Business Days prior to the third Business Day preceding proposed Drawdown Date of any Canadian Loan that is a LIBOR Rate Loan. Each such Canadian Loan Request shall specify (A) the day on which any principal amount of the Canadian Loan requested, (B) the proposed Drawdown Date of such Eurodollar Loans are Canadian Loan, (C) whether such Canadian Loan is to be made a Base Rate Loan or any a LIBOR Rate Loan, (D) the Interest Period of such Bankers’ Acceptances are Canadian Loan, if a LIBOR Rate Loan, and (E) whether such Canadian Loan is to be issued; anddenominated in Canadian Dollars or U.S. Dollars. Each Canadian Loan Request shall be in a minimum amount of C$3,000,000 or an integral multiple of C$100,000 above such amount (or, in any case, the Dollar Equivalent thereof). Canadian Loan Requests made hereunder shall be irrevocable and binding on the Canadian Borrowers, and shall obligate the Canadian Borrowers to accept the Canadian Loan requested from the Canadian Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, no requested Canadian Loan denominated in Canadian Dollars may be a LIBOR Rate Loan. (c) if The U.K. Borrowers shall give to the U.K. Agent written notice in the form of Exhibit B-3 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-3 hereto or as provided in §2.13(c) with respect to actual or deemed requests for U.K. Base Rate Loans) of each U.K. Loan requested hereunder (a “U.K. Loan Request”) not later than (i) 12:00 noon (London time) one (1) Business Day prior to the proposed Drawdown Date of any requested Borrowing U.K. Loan that is a Base Rate Loan or portion thereof any U.K. LIBOR Rate Loan denominated in Sterling or (ii) 12:00 noon (London time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any U.K. Loan that is a LIBOR Rate Loan denominated in U.S. Dollars or any EURIBOR Rate Loan. Each such U.K. Loan Request shall specify (A) the principal amount of the U.K. Loan requested, (B) the proposed Drawdown Date of such U.K. Loan, (C) whether such U.K. Loan is to be utilized exclusively for working capital purposes a Base Rate Loan (which may only be requested in the event that a LIBOR Rate Loan is not available) or a LIBOR Rate Loan, (D) the Interest Period of such Borrowing U.K. Loan, if a LIBOR Rate Loan, and (E) whether such U.K. Loan is to be denominated in Sterling, U.S. Dollars or such portion being called Euros. Each U.K. Loan Request shall be in a minimum amount of $1,000,000, £500,000 if denominated in Sterling or EU1,000,000 if denominated in Euros. U.K. Loan Requests made hereunder shall be irrevocable and binding on the U.K. Borrowers, and shall obligate the U.K. Borrowers to accept the U.K. Loan requested from the U.K. Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, the requested U.K. Loans denominated in Sterling or Euro (other than the U.K. Swing Line Loans) shall be LIBOR Rate Loans. (d) Ryder PR shall give the Administrative Agent written notice in the form of Exhibit B-4 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-4 of each PR Loan requested hereunder (a “Working Capital BorrowingPR Loan Request”), such Borrower shall specify in ) not later than (i) 11:00 a.m. (Eastern time) on the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, proposed Drawdown Date of any repayment of a PR Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to bear interest calculated by reference to the appropriate Agent at Domestic Base Rate, or (ii) 11:00 a.m. (Eastern time) three (3) Eurodollar Business Days prior to the time proposed Drawdown Date of such repaymentany PR Loan that is to bear interest calculated by reference to the Domestic LIBOR Rate. Each such written request or confirmation must be made in PR Loan Request shall specify (A) the form and substance principal amount of each PR Loan requested, (B) the “US Borrowing Notice” attached hereto as Exhibit B-1 proposed Drawdown Date of such PR Loan, (C) whether such PR Loan requested is to bear interest calculated by reference to the Domestic Base Rate or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completedDomestic LIBOR Rate. Each such telephonic request PR Loan Requests made hereunder shall be deemed a representationirrevocable and binding on Ryder PR, warranty, acknowledgment and agreement by such Borrower as shall obligate Ryder PR to accept the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, PR Loan requested from the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will XX Xxxxx on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such proposed Drawdown Date. (e) The Administrative Agent shall promptly make such Loans available to notify each Domestic Bank of each Domestic Loan Request received by the requesting BorrowerAdministrative Agent. Unless an The Canadian Agent shall have promptly notify each Canadian Bank of each Canadian Loan Request received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Canadian Agent. The U.K. Agent shall promptly notify each U.K. Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) each U.K. Loan Request received by the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repaymentU.K. Agent. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such The Administrative Agent shall be entitled to recover from such Borrower, on demand in lieu promptly notify each PR Bank of each PR Loan Request received by the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or DollarsAdministrative Agent.

Requests for Loans. A requesting To request a Loan, the Borrower must give to shall notify the appropriate Agent written notice (or telephonic notice promptly confirmed in writing) Bank of any requested Borrowing. Each such notice constitutes a “Borrowing Notice” hereunder and must: request (a) specify in the case of a LIBOR Loan, by not later than 1:00 p.m., Toronto time, three (i3) as to US Loans (A) the aggregate amount of any such Borrowing and Business Days before the date on which Base Rate Loans are to be advancedof the proposed Loan, or (Bb) in the aggregate amount case of any such Borrowing of new Eurodollar LoansLoan other than LIBOR Loan, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (B) the aggregate amount of any such Borrowing by way of Bankers’ Acceptances (subject to Section 2.12(f)), and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada Toronto time, on the date of the proposed Loan (a “Borrowing Request”). Each Borrowing Request shall be irrevocable and shall be advised by personal delivery or electronic delivery to the Bank (in the manner advised by the Bank, from time to time) of a written Borrowing Request in the form attached hereto as Exhibit A. Each Borrowing Request shall specify the case may be, on following information in compliance with Section 2.02: (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, aggregate amount of the requested Loan; (ii) the third date of such Loan, which shall be a Business Day preceding Day; (iii) the day on Type of such Loan; (iv) in the case of a BA Loan, the initial BA Period to be applicable thereto, which any such Eurodollar Loans shall be a period contemplated by the definition of the term “BA Period”; (v) in the case of a LIBOR Loan, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) the location and number of the Borrower’s account to which funds are to be made or any such Bankers’ Acceptances are to be issueddisbursed, which shall comply with the requirements of Section 2.05; and (cvii) if whether the requested Loan shall be made pursuant to the Revolving Credit Facility or the Bulge Facility. If no election as to the Type of Loan is specified, then the requested Loan shall be a Canadian Prime Rate Loan. If no BA Period is specified with respect to any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “Working Capital Borrowing”)BA Loan, such then the Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time of such repayment. Each such written request or confirmation must be made in the form and substance of the “US Borrowing Notice” attached hereto as Exhibit B-1 or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt have selected an Interest Period of any such Borrowing Notice, the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereofone month's duration. If all conditions precedent no Interest Period is specified with respect to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will on the date any requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new LIBOR Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to then the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled deemed to recover from such Borrower, on demand in lieu have selected an Interest Period of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or Dollarsone month's duration.

Requests for Loans. A requesting Borrower must (a) Ryder shall give to the appropriate Administrative Agent written notice appropriately completed and signed by a Responsible Officer of Ryder in the form of Exhibit B-1 hereto (or telephonic notice promptly confirmed in writingwriting or a facsimile in the form of Exhibit B-1 hereto, or as provided in §2.12(c) with respect to actual or deemed requests for Domestic Base Rate Loans) or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) of any each Domestic Loan requested Borrowing. Each such notice constitutes hereunder (a “Borrowing Notice” hereunder and must: (aDomestic Loan Request”) specify not later than (i) as to US Loans (A) 11:00 a.m. on the aggregate amount proposed Drawdown Date of any such Borrowing and the date on which Domestic Loan that is a Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest PeriodLoan, or (ii) as 11:00 am three (3) Eurodollar Business Days prior to Canadian Loans the proposed Drawdown Date of any Domestic Loan that is a LIBOR Rate Loan. Each such Domestic Loan Request shall specify (A) the aggregate principal amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advancedDomestic Loan requested, or (B) the aggregate amount proposed Drawdown Date of any such Borrowing by way of Bankers’ Acceptances Domestic Loan, (subject C) whether such Domestic Loan requested is to Section 2.12(f))be a Base Rate Loan or a LIBOR Rate Loan, and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated LoansD) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is for such Domestic Loan, if a LIBOR Rate Loan. Each Domestic Loan requested shall be in a minimum amount of $10,000,000. Domestic Loan Requests made hereunder shall be irrevocable and binding on Ryder and shall obligate Ryder to apply thereto), and accept the length of Domestic Loan requested from the applicable Interest Period (if Dollar-denominated Loans); andDomestic Banks on the proposed Drawdown Date. (b) The Canadian Borrowers shall give to the Canadian Agent written notice appropriately completed and signed by a Responsible Officer of the Canadian Borrowers in the form of Exhibit B-2 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-2 hereto or as provided in §2.14(c) with respect to actual or deemed requests for Canadian Base Rate Loans) or such other form as may be received approved by the appropriate Canadian Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Canadian Agent) of each Canadian Loan requested hereunder (a “Canadian Loan Request”) not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) 12:00 noon (Toronto time) one (1) Business Day prior to the day on which proposed Drawdown Date of any such Canadian Loan that is a Base Rate LoansLoan, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) 12:00 noon (Toronto time) three (3) Canadian Business Days prior to the third Business Day preceding proposed Drawdown Date of any Canadian Loan that is a LIBOR Rate Loan. Each such Canadian Loan Request shall specify (A) the day on which any principal amount of the Canadian Loan requested, (B) the proposed Drawdown Date of such Eurodollar Loans are Canadian Loan, (C) whether such Canadian Loan is to be made a Base Rate Loan or any a LIBOR Rate Loan, (D) the Interest Period of such Bankers’ Acceptances are Canadian Loan, if a LIBOR Rate Loan, and (E) whether such Canadian Loan is to be issued; anddenominated in Canadian Dollars or U.S. Dollars. Each Canadian Loan Request shall be in a minimum amount of C$3,000,000 or an integral multiple of C$100,000 above such amount (or, in any case, the Dollar Equivalent thereof). Canadian Loan Requests made hereunder shall be irrevocable and binding on the Canadian Borrowers, and shall obligate the Canadian Borrowers to accept the Canadian Loan requested from the Canadian Banks on the proposed Drawdown Date. Notwithstanding anything to the contrary contained herein, no requested Canadian Loan denominated in Canadian Dollars may be a LIBOR Rate Loan. (c) if The U.K. Borrowers shall give to the U.K. Agent written notice appropriately completed and signed by a Responsible Officer of the U.K. Borrowers in the form of Exhibit B-3 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-3 hereto or as provided in §2.13(c) with respect to actual or deemed requests for U.K. LIBOR Rate Loans or EURIBOR Rate Loans) or such other form as may be approved by the U.K. Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the U.K. Agent) of each U.K. Loan requested Borrowing hereunder (a “U.K. Loan Request”) not later than (i) 12:00 noon (London time) one (1) Business Day prior to the proposed Drawdown Date of any U.K. Loan that is a U.K. LIBOR Rate Loan denominated in Sterling or portion thereof (ii) 12:00 noon (London time) three (3) Eurodollar Business Days prior to the proposed Drawdown Date of any U.K. Loan that is a LIBOR Rate Loan denominated in U.S. Dollars or Euros (including any EURIBOR Rate Loan). Each such U.K. Loan Request shall specify (A) the principal amount of the U.K. Loan requested, (B) the proposed Drawdown Date of such U.K. Loan, (C) the Interest Period of such U.K. Loan, and (D) whether such U.K. Loan is to be utilized exclusively for working capital purposes denominated in Sterling, U.S. Dollars or Euros. Each U.K. Loan Request shall be in a minimum amount of $1,000,000, £500,000 if denominated in Sterling or EU1,000,000 if denominated in Euros. U.K. Loan Requests made hereunder shall be irrevocable and binding on the U.K. Borrowers, and shall obligate the U.K. Borrowers to accept the U.K. Loan requested from the U.K. Banks on the proposed Drawdown Date. (such Borrowing d) Ryder PR shall give the Administrative Agent written notice appropriately completed and signed by a Responsible Officer of Ryder PR in the form of Exhibit B-4 hereto (or telephone notice confirmed in writing or a facsimile in the form of Exhibit B-4) or such portion being called other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent) of each PR Loan requested hereunder (a “Working Capital BorrowingPR Loan Request”), such Borrower shall specify in ) not later than (i) 11:00 a.m. on the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, proposed Drawdown Date of any repayment of a PR Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to bear interest calculated by reference to the appropriate Agent at Domestic Base Rate, or (ii) 11:00 a.m. three (3) Eurodollar Business Days prior to the time proposed Drawdown Date of such repaymentany PR Loan that is to bear interest calculated by reference to the Domestic LIBOR Rate. Each such written request or confirmation must be made in PR Loan Request shall specify (A) the form and substance principal amount of each PR Loan requested, (B) the “US Borrowing Notice” attached hereto as Exhibit B-1 proposed Drawdown Date of such PR Loan, (C) whether such PR Loan requested is to bear interest calculated by reference to the Domestic Base Rate or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completedDomestic LIBOR Rate. Each such telephonic request PR Loan Requests made hereunder shall be deemed a representationirrevocable and binding on Ryder PR, warranty, acknowledgment and agreement by such Borrower as shall obligate Ryder PR to accept the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, PR Loan requested from the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will XX Xxxxx on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such proposed Drawdown Date. (e) The Administrative Agent shall promptly make such Loans available to notify each Domestic Bank of each Domestic Loan Request received by the requesting BorrowerAdministrative Agent. Unless an The Canadian Agent shall have promptly notify each Canadian Bank of each Canadian Loan Request received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Canadian Agent. The U.K. Agent shall promptly notify each U.K. Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) each U.K. Loan Request received by the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repaymentU.K. Agent. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such The Administrative Agent shall be entitled to recover from such Borrower, on demand in lieu promptly notify each PR Bank of each PR Loan Request received by the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or DollarsAdministrative Agent.

Requests for Loans. A requesting Borrower must give to the appropriate Agent written notice (or telephonic notice promptly confirmed in writing) of any requested Borrowing. Each such notice constitutes a “Borrowing Notice” hereunder and must: (a) specify (i) as to US Loans (A) the aggregate amount of any such Borrowing and the date on which Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar LIBOR Loans, the date on which such Eurodollar LIBOR Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (Bi) the aggregate amount of any such Borrowing by way of Bankers’ Acceptances (subject to Section 2.12(f2.16(f)), and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); andAcceptances; (b) be received by the appropriate Agent not later than 11:00 a.m., New YorkBoston, New York Massachusetts time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be made, (ii) the third Business Day preceding the day on which any such Eurodollar LIBOR Loans are to be made or any such Bankers’ Acceptances are to be issued; and (c) if any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “Working Capital Borrowing”), such Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time of such repayment. Each such written request or confirmation must be made in the form and substance of the “US Borrowing Notice” attached hereto as Exhibit B-1 or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, the appropriate Agent shall give each US Lender or Canadian Lender, as the case may be, prompt notice of the terms thereof. If all conditions precedent to such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will on the date requested promptly remit to the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled to recover from such Borrower, on demand in lieu of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. All Borrowings of Canadian Loans, at either Canadian Borrower’s option, may Loans shall be advanced in Canadian Dollars, or, upon the written request of Canadian Working Capital Borrower, in Dollars or Dollarsin an amount equal to the Dollar Equivalent of such requested Canadian Loan.

Requests for Loans. A requesting Borrower must (a) The Domestic Borrowers shall give to the appropriate Administrative Agent written notice in the form of Exhibit C-1 (a “Loan Request”) (or telephonic notice promptly confirmed in writinga writing in the form of Exhibit C-1) of each Domestic Revolving Loan requested hereunder not later than (i) 2:00 p.m. (New York time) one (1) Business Day prior to any requested BorrowingDrawdown Date of any Base Rate Loan or (ii) 2:00 p.m. (New York time) three (3) Business Days prior to any Drawdown Date of any LIBOR Rate Loan. Each such notice constitutes Loan Request shall be in a “Borrowing Notice” hereunder and must:minimum aggregate amount of $500,000 or an integral multiple thereof. (ab) The European Borrower shall give to the European Agent a Loan Request of each European Loan requested hereunder not later than 12:00 noon (New York time) three (3) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (c) The Canadian Borrower shall give to the Canadian Agent a Loan Request of each Canadian Revolving Loan requested hereunder not later than (i) 11:00 a.m. (New York time) one (1) Business Day prior to any Drawdown Date of any Canadian Base Rate Loan or (ii) 12:00 noon (New York time) three (3) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (d) The Australian Borrower shall give to the Administrative Agent (with a copy to Bank of America Australian Branch) a Loan Request of each Australian Revolving Loan requested hereunder not later than 12:00 noon (New York time) four (4) Business Days prior to any Drawdown Date of any Applicable Offered Rate Loan. (e) Each Loan Request shall specify (i) as to US Loans (A) the aggregate principal amount of any such Borrowing and the date on which Base Rate Loans are to be advanced, or (B) the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period, or (ii) as to Canadian Loans (A) the aggregate amount of any such Borrowing of new Canadian Prime Rate Loans (if Canadian Dollar-denominated Loans) or Canadian US Dollar Base Rate Loans (if Dollar-denominated Loans) and the date on which such Canadian Loans are to be advanced, or (B) the aggregate amount of any such Borrowing by way of Bankers’ Acceptances (subject to Section 2.12(f)), and the date on which such Bankers’ Acceptances are to be accepted and the maturity of such Bankers’ Acceptances (if Canadian Dollar-denominated Loans) or the aggregate amount of any such Borrowing of new Eurodollar Loans, the date on which such Eurodollar Loans are to be advanced (which shall be the first day of the Interest Period which is to apply thereto), and the length of the applicable Interest Period (if Dollar-denominated Loans); and (b) be received by the appropriate Agent not later than 11:00 a.m., New York, New York time or Toronto, Canada time, as the case may be, on (i) the day on which any such Base Rate Loans, Canadian Prime Rate Loans or Canadian US Dollar Base Rate Loans are to be madeLoan requested, (ii) the third Business Day preceding the day on which any such Eurodollar Loans are to be made or any such Bankers’ Acceptances are to be issued; and (c) if any requested Borrowing or portion thereof is to be utilized exclusively for working capital purposes (such Borrowing or such portion being called a “Working Capital Borrowing”), such Borrower shall specify in the Borrowing Notice that such Borrowing or such portion is a Working Capital Borrowing. In addition, any repayment of a Loan that is intended as a repayment of all or any part of the outstanding amount of one or more Working Capital Borrowings shall be so identified to the appropriate Agent at the time proposed Drawdown Date of such repaymentLoan, (iii) the Interest Period for such Loan and (iv) the Type, if applicable, of such Loan. Each such written request or confirmation must be made in the form and substance of the “US Borrowing Notice” attached hereto as Exhibit B-1 or the “Canadian Borrowing Notice” attached hereto as Exhibit B-2, duly completed. Each such telephonic request shall be deemed a representation, warranty, acknowledgment and agreement by such Borrower as to the matters which are required to be set out in such written confirmation. Upon Promptly upon receipt of any such Borrowing Noticenotice (but in any event on the same day such Loan Request is received by the Applicable Agent), the appropriate Applicable Agent shall give notify each US Lender or Canadian Lender, as the case may be, prompt notice of the terms Applicable Lenders thereof. If all conditions precedent to Each such new Loans have been met, each US Lender or Canadian Lender, as the case may be, will Loan Request shall be irrevocable and binding on the date Applicable Borrower and shall obligate the Applicable Borrower to accept the requested promptly remit to Loan on the appropriate Agent at its office in Boston, Massachusetts or Toronto, Canada, as the case may be, the amount of such Lender’s new Loan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Loans have been neither met nor waived as provided herein, such Agent shall promptly make such Loans available to the requesting Borrower. Unless an Agent shall have received prompt notice from a Lender that such Lender will not make available to such Borrower such Lender’s new Loan, such Agent may in its discretion assume that such Lender has made such Loan available to such Agent in accordance with this section, and such Agent may if it chooses, in reliance upon such assumption, make such Loan available to such Borrower. If and to the extent such Lender shall not so make its new Loan available to such Agent, such Lender and requesting Borrower severally agree to pay or repay to such Agent within three days after demand the amount of such Loan together with interest thereon, for each day from the date such amount was made available to such Borrower until the date such amount is paid or repaid to such Agent, with interest at (i) as to US Loans and Dollar-denominated Canadian Loans, the Federal Funds Rate, and as to Canadian Dollar-denominated Canadian Loans, the “Bank Rate” as set by the Bank of Canada, as quoted on Reuters page BOCFAD, if such Lender is making such payment, and (ii) the interest rate applicable at the time to the other new Loans made on such date, if such Borrower is making such repayment. If neither such Lender nor such Borrower pays or repays to such Agent such amount within such three-day period, such Agent shall be entitled to recover from such Borrower, on demand in lieu of the interest provided for in the preceding sentence, interest thereon at the Default Rate, calculated from the date such amount was made available to such Borrower. The failure of any Lender to make any new Loan to be made by it hereunder shall not relieve any other Lender of its obligation hereunder, if any, to make its new Loan, but no Lender shall be responsible for the failure of any other Lender to make any new Loan to be made by such other Lender. All Borrowings of US Loans shall be advanced in Dollars. Borrowings of Canadian Loans, at either Canadian Borrower’s option, may be advanced in Canadian Dollars or Dollarsproposed Drawdown Date thereof.