Common use of Requests for Swing Loans Clause in Contracts

Requests for Swing Loans. The Borrowers shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company shall give the Administrative Agent prior notice (which may be written or oral), ) (i) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan bearing interest at the Domestic Rate plus the Applicable Margin be made, of and (ii) no later than 12:00 noon (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Swing Line Bank’s Quoted Rate be made, and such notice shall include the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender Bank of any such notice received from the BorrowersCompany. Within 30 minutes after After receiving such notice, the Swing Line Lender Bank shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender Bank would be willing to make such Swing Loan available to the Borrowers Company for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderBank’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Company does not so immediately accept the Swing Line LenderBank’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line LenderBank’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Domestic Rate Loans under the Revolving Credit to the Base Domestic Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Company shall be made available deposited or otherwise wire transferred to the Borrowers on Company’s Designated Disbursement Account or as the date so requested at Company, the offices of Agent, and the Swing Line Lender in Cincinnati, OhioBank may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender Bank shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Agent or the Required Banks).

Requests for Swing Loans. The Borrowers Company, on behalf of the Borrowers, shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 3:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersCompany. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Company does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effectfor the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available deposited or wire transferred to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, OhioCompany’s Designated Disbursement Account. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) Agreement; provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 1:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such noticeThereafter, the Swing Line Lender shall notify the Administrative Agent (who shall thereafter promptly notify the Borrower) whether or not it has elected to make such Swing Loan. If the Swing Line Lender agrees to make such Swing Loan, it may in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to an account of the Borrowers on Borrower maintained with the date so requested at Administrative Agent or its Affiliate or as the offices of Borrower, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of Borrower’s Designated Disbursement Account or as Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers applicable Borrower shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowersa Borrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers applicable Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers such Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Each Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do applicable Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers applicable Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan to a Borrower during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to an account of the Borrowers on Borrower’s maintained with the date so requested at Administrative Agent or its Affiliate or as the offices of Borrower, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrowers’ Agent shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral), no later than 10:00 a.m. 1:00 p.m. (Cincinnati time) on the date upon which the Borrowers request Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise therefore, and, with respect to Canadian Swing Loans, the Swing Line Lender requested currency of any such notice received from the BorrowersCanadian Dollars or U.S. Dollars. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and any such Swing Loan advanced in U.S. Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect, and any such Canadian Swing Loan advanced in Canadian Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Canadian Prime Rate Loans to the Canadian Prime Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of any such Swing Loan advanced in U.S. Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio, and the proceeds of such Canadian Swing Loan advanced in Canadian Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement Agreement, and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrowers’ Agent shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. 1:00 p.m. (Cincinnati time) on the date upon which the Borrowers request Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrowers’ Agent at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender Administrative Agent in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 2:00 p.m. (Cincinnati New York City time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to an account of the Borrowers on Borrower’s maintained with the date so requested at Administrative Agent or its Affiliate or as the offices of Borrower, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit Commitment to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati x) 12:00 Noon (Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be mademade at the Administrative Agent’s Quoted Rate and (y) 3:00 p.m. (Chicago time) on the date upon which the Borrower requests that any Swing Loan be at the Base Rate, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. If the Borrower requests a Swing Loan at the Base Rate, such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for the Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Each of the Borrowers acknowledge acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan shall be made available extended to the Borrowers on shall be deposited or otherwise wire transferred to the date so requested at Borrowers’ Designated Disbursement Account or as the offices of Borrower Representative, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers U.S. Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowerssuch Borrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers U.S. Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers such Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge U.S. Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do U.S. Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the U.S. Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to U.S. Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of such Borrower’s Designated Disbursement Account or as such Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on Borrower’s Designated Disbursement Account or as the date so requested at Borrower, the offices of Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) in the case of a Swing Loan to bear interest at the Administrative Agent's Quoted Rate and 2:00 p.m. (Chicago time) in the case of any other Swing Loan in each case on the date upon which the Borrowers request Borrower requests that any such Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s "Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices Administrative Agent's principal office in Chicago, Illinois (or by wire transfer of funds pursuant to the Swing Line Lender in Cincinnati, OhioBorrower's written instructions to the Administrative Agent). Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company shall give the Administrative Agent prior notice (which may be written or oral), ) (i) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan bearing interest at the Domestic Rate plus the Applicable Margin be made, of or (ii) no later than 12:00 noon (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Swing Line Bank’s Quoted Rate be made, and such notice shall include the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender Bank of any such notice received from the BorrowersCompany. Within 30 minutes after After receiving such notice, the Swing Line Lender Bank shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender Bank would be willing to make such Swing Loan available to the Borrowers Company for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderBank’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Company does not so immediately accept the Swing Line LenderBank’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line LenderBank’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Domestic Rate Loans under the Revolving Credit to the Base Domestic Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Company shall be made available deposited or otherwise wire transferred to the Borrowers on Company’s Designated Disbursement Account or as the date so requested at Company, the offices of Agent, and the Swing Line Lender in Cincinnati, OhioBank may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender Bank shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Agent or the Required Banks).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s "Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Swing Lender and the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower’s operating account maintained with the Administrative Agent or as the Borrower, the Swing Line Lender in Cincinnati, Ohioand the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement (provided that the Swing Lender shall be entitled to assume the conditions precedent to the making of a Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent and the Required Lenders) and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on Borrower’s Designated Disbursement Account or as the date so requested at Borrower, the offices of Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise notify the Swing Line Lender of any such notice received from the Borrowersrequest. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available by the Swing Line Lender to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois, by depositing such proceeds to the credit of the Borrower’s operating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 1:00 p.m. (Cincinnati New York time) on the date upon which the Borrowers request Borrower Representative requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower Representative. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptanceacceptance or rejection by the Borrower Representative in its sole discretion. If the Borrowers do Borrower Representative does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower Representative for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan shall be made available extended to the Borrowers on shall be deposited or otherwise wire transferred to the date so requested at Borrowers’ Designated Disbursement Account or as the offices of Borrower Representative, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s "Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois, by depositing such proceeds to the credit of the Borrower's operating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company, on behalf of the applicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersCompany, on behalf of the applicable Borrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate (which shall never be less than the Administrative Agent’s cost of funds) to the Borrowers Company, on behalf of the applicable Borrower, at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers such Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Company, on behalf of the applicable Borrower, does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan shall be made available extended to the Borrowers shall be deposited or otherwise wire transferred to such Borrower’s Designated Disbursement Account or as the Company, on behalf of the date so requested at relevant Borrower, the offices of Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 (i) 11:30 a.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan bearing interest at the Administrative Agent’s Quoted Rate be made, and (ii) 3:00 p.m. (Chicago time) on the date upon which the Borrower requests that any Swing Loan that is a Base Rate Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at requested, by depositing such proceeds to the offices credit of the Swing Line Lender in Cincinnati, OhioBorrower’s operating account maintained with the Administrative Agent or as the Borrower may direct. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) 2:00 p.m. on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested Borrower (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote Swing Line Lender’s Quoted Rate is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, OhioLender. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company, on behalf of the applicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersCompany. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers applicable Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Company does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers applicable Borrower on the date so requested at the offices of the Swing Line Lender in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) Agreement; provided that the Swing Line Lender shall not be obligated to make more than one advance any Swing Loan during any if it shall have received prior to 2:00 p.m. on the date of the proposed Swing Loan Borrowing a notice from the Administrative Agent or the Required Lenders that one dayor more of the conditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of Borrower’s Designated Disbursement Account or as Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the ‑39‑ foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Company shall give the Administrative Agent Xxxxxx Bank prior notice (which may be written or oral), ) no later than 10:00 (i) 3:00 p.m. (Chicago time) in the case of Swing Loans bearing interest at the Domestic Rate and (ii) no later than 11:00 a.m. (Cincinnati Chicago time) in the case of Swing Loans bearing interest at Xxxxxx Bank's Quoted Rate, in each case on the date upon which the Borrowers request Company requests that any Swing Loan be made, of the amount and date of such Swing LoanLoan and in the event the Company is requesting the Swing Loan be made available by a Quoted Rate Portion, and the Interest Period requested selected therefor. The Administrative Agent shall promptly advise If the Company has requested that such Swing Line Lender of any such notice received from the Borrowers. Within 30 Loan be made available as a Quoted Rate Portion, within thirty (30) minutes after receiving such notice, the Swing Line Lender Xxxxxx Bank shall in its discretion quote an interest rate determined in its discretion to the Borrowers Company at which the Swing Line Lender Xxxxxx Bank would be willing to make such Swing Loan available to the Borrowers Company for the such Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s "Xxxxxx Bank's Quoted Rate”"). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Company does not so immediately accept the Swing Line Lender’s Xxxxxx Bank's Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line Lender’s Xxxxxx Bank's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear be made bearing interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans with reference to the Base Domestic Rate as from time set forth in Section 1.5(d) above unless the Company has specifically in its notice to time Xxxxxx Bank for such Swing Loan specifically requested otherwise, in effectwhich event such Swing Loan shall not be made at all. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Company in immediately available funds on the date so requested at the offices of the Swing Line Lender Agent in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender Xxxxxx Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Xxxxxx Bank shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent Xxxxxx prior notice (which may be written or oral), ) no later than 10:00 a.m. 3:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Xxxxxx shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Xxxxxx would be willing to make such Swing Loan available to the Borrowers Borrower for the a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Xxxxxx’ Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Xxxxxx’ Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Xxxxxx’ Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effectfor the Interest Period selected by the Borrower. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Xxxxxx in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender Xxxxxx to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Xxxxxx shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company, on behalf of the Borrowers, shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral), ) no later than 10:00 a.m. 3:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Company does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effectfor the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Company on the date so requested at the offices of the Swing Line Lender in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of Borrower’s Designated Disbursement Account or as Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one day.have been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders). (d)

Requests for Swing Loans. The Borrowers Except with respect to Alternative Currency Loans, which are governed by Section 1.7(d), the Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 1:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding sum of the Applicable Margin for Base Rate Loans to plus the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Agent in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) 2:00 p.m. on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested Borrower (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote Swing Line Lxxxxx’s Quoted Rate is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, OhioLender. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrowers’ Agent shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral), no later than 10:00 a.m. 1:00 p.m. (Cincinnati time) on the date upon which the Borrowers request Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise therefore, and, with respect to Canadian Swing Loans, the Swing Line Lender requested currency of any such notice received from the BorrowersCanadian Dollars or U.S. Dollars. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and any such Swing Loan advanced in U.S. Dollars Exhibit 10.1 shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect, and any such Canadian Swing Loan advanced in Canadian Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Canadian Prime Rate Loans to the Canadian Prime Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of any such Swing Loan advanced in U.S. Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio, and the proceeds of such Canadian Swing Loan advanced in Canadian Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement Agreement, and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of Borrower’s Designated Disbursement Account or as Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 (i) 11:30 a.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan bearing interest at the Swing Line Lender’s Quoted Rate be made, and (ii) 3:00 p.m. (Chicago time) on the date upon which the Borrower requests that any Swing Loan that is a Base Rate Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at requested, by depositing such proceeds to the offices credit of the Swing Line Lender in Cincinnati, OhioBorrower’s operating account maintained with the Administrative Agent or as the Borrower may direct. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 1:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois, by depositing such proceeds to the credit of the Borrower’s operating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayshall have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) Agreement; provided that the Swing Line Lender shall not be obligated to make more than one advance any Swing Loan during any if it shall have received prior to 2:00 p.m. on the date of the proposed Swing Loan Borrowing a notice from the Administrative Agent or the Required Lenders that one dayor more of the conditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The Borrowers RC2 Brands, on behalf of the applicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate (which shall never be less than the Administrative Agent’s cost of funds) to RC2 Brands, on behalf of the Borrowers applicable Borrower, at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers such Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender"Administrative Agent’s Quoted Rate”"). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If RC2 Brands, on behalf of the Borrowers do applicable Borrower, does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers applicable Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers applicable Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement Agreement, and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. 1:00 p.m. (Cincinnati time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at in an account of the offices of Borrower maintained with the Swing Line Lender in Cincinnati, OhioLender. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be Table of Contents subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Company shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersCompany. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Company for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Company does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Company on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois, by depositing such proceeds to the credit of the Company’s operating account maintained with the Administrative Agent or as the Company and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender Administrative Agent in CincinnatiChicago, OhioIllinois, by depositing such proceeds to the credit of the Borrower’s operating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The therefor and the Administrative Agent shall promptly advise notify the Swing Line Lender of any such notice received from the Borrowersrequest. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at by depositing such proceeds to the offices credit of the Swing Line Lender in Cincinnati, OhioBorrower’s operating account maintained with the Administrative Agent or its Affiliate or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “"Swing Line Lender’s 's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s 's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s 's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on Borrower's Designated Disbursement Account or as the date so requested at Borrower, the offices of Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 1:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower Representative requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower Representative. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptanceacceptance or rejection by the Borrower Representative in its sole discretion. If the Borrowers do Borrower Representative does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower Representative for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan shall be made available extended to the Borrowers on shall be deposited or otherwise wire transferred to the date so requested at Borrowers’ Designated Disbursement Account or as the offices of Borrower Representative, the Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders).

Requests for Swing Loans. The Borrowers Each Borrower shall give the Administrative Agent prior notice (which may be written or oral)notice, no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 minutes after receiving such notice, the Swing Line Lender Agent shall in its discretion quote an interest rate to the Borrowers such Borrower at which the Swing Line Lender Agent would be willing to make such Swing Loan available to the Borrowers such Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAgent’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do a Borrower does not so immediately accept the Swing Line LenderAgent’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line LenderAgent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans that are Revolving Loans to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) and without limitation thereof, the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Agent shall not be obligated to make more than one Swing Loan during any one day. As an accommodation to Borrowers, Agent may permit telephone requests for Swing Loans, which the Borrowers shall promptly confirm in writing. Unless a Borrower specifically directs Agent in writing not to accept or act upon telephonic communications from such Borrower, Agent shall have no liability to Borrowers for any loss or damage suffered by a Borrower as a result of Agent’s honoring in good faith of any requests, execution of any instructions or authorizations communicated to it telephonically and Agent shall have no duty to verify the origin of any such communication or the authority of the Person making it. Each Borrower hereby irrevocably authorizes Agent to disburse the proceeds of each Swing Loan as follows: such proceeds shall be disbursed by Agent in lawful money of the United States of America in immediately available funds, by wire transfer or Automated Clearing House (ACH) transfer to such bank account as may be agreed upon by the Borrowers and Agent from time to time, or elsewhere if pursuant to a written direction from the Borrowers.

Requests for Swing Loans. The Borrowers Borrowers’ Agent shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers’ Agent. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrowers’ Agent does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) in the case of a Swing Loan to bear interest at the Administrative Agent’s Quoted Rate and 2:00 p.m. (Chicago time) in the case of any other Swing Loan in each case on the date upon which the Borrowers request Borrower requests that any such Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Borrowers. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line LenderAdministrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Borrower does not so immediately accept the Swing Line LenderAdministrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line LenderAdministrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices Administrative Agent’s principal office in Chicago, Illinois (or by wire transfer of funds pursuant to the Swing Line Lender in Cincinnati, OhioBorrower’s written instructions to the Administrative Agent). Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender Administrative Agent shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 2:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) Agreement; provided that the Swing Line Lender shall not be obligated to make more than one advance any Swing Loan during any if it shall have received prior to 2:00 p.m. on the date of the proposed Swing Loan Borrowing a notice from the Administrative Agent or the Required Lenders that one dayor more of the conditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. (Cincinnati time) 12:00 Noon on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and and, if applicable, the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be made available deposited or otherwise wire transferred to the Borrowers on the date so requested at the offices of Borrower’s Designated Disbursement Account or as Borrower, Administrative Agent, and the Swing Line Lender in Cincinnati, Ohiomay otherwise agree. Anything contained in the foregoing to the contrary notwithstanding (i) notwithstanding, the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) provided that the Swing Line Lender shall not be obligated entitled to make more than one Swing Loan during any one day.assume that the conditions precedent to

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent LaSalle prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing LoanLoan and, and if applicable, the interest period selected therefor (the "Quoted Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersPeriod"). Within 30 one hundred twenty (120) minutes after receiving such notice, the Swing Line Lender LaSalle shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender LaSalle would be willing to make such Swing Loan available to the Borrowers Borrower for the Quoted Interest Period so requested (the rate so quoted for a given the Quoted Interest Period being herein referred to as “Swing Line Lender’s the "Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower no later than 3:00 p.m. (Chicago time) on the date so requested in funds immediately available at the offices principal office of the Swing Line Lender LaSalle in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the obligation of the Swing Line Lender LaSalle to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender LaSalle shall not be obligated to make more than one Swing Loan during any one day. LaSalle shall promptly notify the Administrative Agent, and the Administrative Agent shall thereafter notify each Bank, of each Swing Loan and the amount of each Swing Loan made since the last notice. The Borrower agrees that LaSalle may rely on any such telephonic or telecopy notice given by any person LaSalle in good faith believes is an authorized representative of the Borrower without the necessity of independent investigation, and in the event any such notice by telephone conflicts with any written confirmation, such telephonic notice shall govern if LaSalle has acted in reliance thereon.

Requests for Swing Loans. The Borrowers Company, on behalf of the Borrowers, shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 3:00 p.m. (Cincinnati Chicago time) on the date upon which the Borrowers request Company requests that any Swing Loan be made, of the amount and date of such Swing Loan, Loan and the Interest Period requested selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersCompany. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for the a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Company does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effectfor the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Company on the date so requested at the offices of the Swing Line Lender in CincinnatiChicago, OhioIllinois. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) Agreement; provided that the Swing Line Lender shall not be obligated entitled to make more than one assume that the conditions precedent to an advance of any Swing Loan during any one dayhave been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral, but if oral, promptly confirmed in writing), no later than 10:00 a.m. (Cincinnati time) on the date upon which the Borrowers request Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. Subject to the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.

Requests for Swing Loans. The Borrowers Borrower shall give the Administrative Agent prior notice (which may be written or oral), ) no later than 10:00 a.m. 12:00 Noon (Cincinnati Chicago time) on the date upon which the Borrowers request a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan, and the Interest Period requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the BorrowersBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Borrowers Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance. If , and if the Borrowers do Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time provided in effectSection 1.7(b)(i) above. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be made available to the Borrowers Borrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois (or by wire transfer of funds pursuant to the written instructions of the Borrower to the Administrative Agent and the Swing Line Lender in Cincinnati, OhioLender). Anything contained in the foregoing to the contrary notwithstanding (i) the obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to the making of a Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders) and (ii) the Swing Line Lender shall not be obligated to make more than one Swing Loan during any one day.