Common use of Revolving Credit Loans Clause in Contracts

Revolving Credit Loans. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement and the other Loan Documents, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) on the Closing Date, the aggregate Revolving Credit Outstandings shall not exceed $200,000,000, (b) after the Closing Date, the Revolving Credit Loans (after giving effect to any amount requested) shall not exceed an amount equal to the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (c) the principal amount of outstanding Revolving Credit Loans from any Revolving Credit Lender to the Borrower shall not at any time exceed such Revolving Credit Lender’s Revolving Credit Commitment less such Revolving Credit Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Revolving Credit Commitment less such Lender's Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions hereofhereof and relying upon the representations and warranties herein set forth, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower at any time or from time to time between on or after the Effective Date and date hereof to, but not including, the Maturity Expiration Date; provided that after giving effect to each such Loan, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such timei) such Lender’s Commitment Amount for Revolving Exposure shall not exceed the purposes set forth in Section 2.15. The lesser of (a) such Lender’s Ratable Share of the Borrowing Base and (b) such Lender’s Revolving Credit Commitment, (ii) the Revolving Facility Usage shall not exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (iii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (iii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (iii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Revolving Credit Loans shall be made pro rata in accordance complies with each Lender’s Commitment Percentageclause (iii) if the Borrower makes a Loan Request for such borrowing. The acceptance by Borrower Within such limits of time and amount and subject to the Revolving Credit Loans hereunder shall constitute a representation and warranty that all other provisions of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Datethis Agreement, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time pursuant to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Section 2.1.1 [Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof].

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Administrative Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested), together with all other Aggregate Revolving Credit Obligations, shall not exceed the Revolving Credit Commitment, (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding Swingline Loans and L/C Obligations, (c) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested), together with all other Aggregate Revolving Credit Obligations, shall not exceed the Borrowing Base and (d) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) made to the Canadian Borrower, together with all other Aggregate Revolving Credit Obligations made to or for the benefit of the Canadian Borrower, shall not exceed the aggregate amount of the applicable percentage of Eligible Accounts and Eligible Inventory of the Canadian Borrower included in the calculation of the Borrowing Base. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of from the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of Closing Date until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the Swingline Commitment less all L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and less such Lender’s Revolving Credit Commitment Percentage of the Swingline Commitment. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Credit Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from time to time from the Restatement Date until the Maturity Date upon notice by the Borrower to the Administrative Agent given in accordance with §2.6, such sums denominated in Dollars as are requested by the Borrower up to a maximum aggregate amount outstanding (each a “after giving effect to all amounts requested) at any one time equal to such Revolving Credit Loan” and, as the context may require, collectively with all Lender’s Commitment minus such Revolving Credit Loans Lender’s Commitment Percentage of such Lender (i) the sum of the Maximum Drawing Amount and with all Unpaid Reimbursement Obligations plus (ii) the outstanding amount of Swing Line Loans, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of all other Lenders, Swing Line Loans shall not at any time exceed the “Revolving Credit Loans”lesser of (A) to the Borrower from Total Commitment at such time to time between and (B) the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding Borrowing Base at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth above and in Sections 5 (with respect to §11, in the case of the initial Revolving Credit Loans to be made on the Effective Restatement Date) , and 6 (with respect to §12, in the case of all other Revolving Credit Loans) , have been satisfied. At no time shall satisfied on the aggregate outstanding principal amount date of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofsuch request.

Revolving Credit Loans. Subject to the provisions of Section 2.5 and the other terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from each Lender from time to time from the Closing Date up to but not including the Maturity Date upon notice by the Borrower to the Administrative Agent given in accordance with Section 2.5 hereof, such sums as are requested by the Borrower up to a maximum aggregate principal amount outstanding (each a “Revolving Credit Loan” and, as after giving effect to all amounts requested) at any one time equal to such Lender's Commitment MINUS such Lender's Commitment Percentage of the context may require, collectively with all Revolving Credit Loans Maximum Drawing Amount; PROVIDED that the sum of such Lender and with the outstanding amount of the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding (after giving effect to all amounts requested) and the Competitive Bid Loans PLUS the Maximum Drawing Amount shall not at any time exceed the Total Commitment in effect at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s 's Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans hereunder Loan or Swing Loan made pursuant to Section 2.5 hereof shall constitute a representation and warranty by the Borrower that the conditions set forth in Section 10 have been satisfied as of the Closing Date and that the conditions set forth in Section 11 have been satisfied on the date of such request and will be satisfied on the proposed Drawdown Date of the requested Revolving Credit Loan or Swing Loan, PROVIDED that the making of such representation and warranty by the Borrower shall not limit the right of any Lender not to lend if such conditions have not been met. No Revolving Credit Loan or Swing Loan shall be required to be made by any Lender, or the Swing Lender, as the case may be, unless all of the conditions contained in Section 10 have been satisfied as of the Closing Date and all of the conditions set forth in Sections 5 (with respect to Section 11 have been met at the time of any request for a Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Loan or Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofLoan.

Revolving Credit Loans. Subject to the terms and conditions hereofhereof and relying upon the representations and warranties herein set forth, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans in U.S. Dollars to the Borrower at any time or from time to time on or after the date hereof to, but not including, the Expiration Date; provided that after giving effect to each such Loan, (i) such Lender’s Revolving Exposure shall not exceed such Lender’s Revolving Credit Commitment, (ii) the Revolving Facility Usage shall not exceed the Revolving Credit Commitments and (iii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (iii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (iii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Revolving Credit Loans complies with clause (iii) if the Borrower makes a Loan Request for such borrowing. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.1 [Revolving Credit Loans]. With respect to any Incoming Lender or Increased Lender, subject to the terms and conditions set forth in Section 7 of this Agreement, such Lender agrees to fund on the Closing Date such amounts to the Administrative Agent to the extent necessary so that the principal amounts of its Revolving Credit Loans and Participation Advances have been funded by such Lender in accordance with its Ratable Share and to acquire participations in Letters of Credit and Swing Loans so that such Lender’s participations therein are in accordance with its Ratable Share as of the Closing Date. Any such amounts so received by the Administrative Agent pursuant to the immediately preceding sentence shall be disbursed on the Closing Date to Decreased Lenders and Exiting Lenders, so that after such fundings and disbursements the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Participation Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata have been funded in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower Ratable Share as of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all Closing Date. For the purposes of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made fundings and other adjustments on the Effective DateClosing Date pursuant to this paragraph only and for no other purpose, each Existing Lender (other than an Existing Lender that is a Exiting Lender) and 6 waives (with respect x) the payment of any breakage costs pursuant to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount Section 5.9 of the Revolving Existing Credit Loans Agreement in connection with the payments pursuant to the immediately preceding sentence, (y) delivery of all Lenders any Loan Requests and notices of prepayment in connection with the adjustments pursuant to this paragraph, whether hereunder or under the Existing Credit Agreement and (including z) minimum borrowing and prepayment amounts in connection with the amount of Competitive Advances) plus the fundings and other adjustments pursuant to this paragraph. Existing Commitment Fees, Existing Letter of Credit Exposure plus Fees and Existing Interest shall be paid on the aggregate principal amount of all Swing Loans exceed Closing Date only to Exiting Lenders in the Total Commitment Amount. Between the Effective Date amounts owed to such Exiting Lenders and not to Increased Lenders or Decreased Lenders (and the Maturity DateIncreased Lenders and Decreased Lenders shall be paid Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest (computed, for the Borrower may borrowavoidance of doubt, prepay in whole or in part at the rate applicable to such Existing Commitment Fees, Existing Letter of Credit Fees and reborrow Existing Interest under the Commitments at Existing Credit Agreement) from the date that such Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest had so accrued under the Existing Credit Agreement), and such Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest shall be payable on the earlier of the first Payment Date hereunder following the Closing Date or any time and from time earlier date on which any Commitment Fees, Letter of Credit Fees or interest, as applicable, shall become payable hereunder. In the case of any assignment of any Loans, Participation Advances or Letter of Credit Obligations prior to timesuch first Payment Date or earlier date of payment, all if not otherwise specified in accordance with the terms and conditions Assignment Agreement applicable thereto, any unpaid Existing Commitment Fees, Existing Letter of this Agreement. Subject Credit Fees or Existing Interest shall be payable to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofassignee.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Maturity Date.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Revolving Credit Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with under the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) Facility to the Borrower Borrowers from time to time between from the Effective Date and to but not including the Maturity Termination Date, as requested or deemed requested by the Borrowers' Representative in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Proportionate Share of each Revolving Credit Loan requested or deemed requested hereunder up to an aggregate principal amount, together with amount at any one time outstanding equal to such Lender’s share 's Proportionate Share of the Borrowing Base; PROVIDED, HOWEVER, that the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Revolving Credit Facility minus the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall Reserve minus the aggregate outstanding principal amount of any Swingline Loans. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Loans made to the Borrowers under the Revolving Credit Loans of all Lenders (including Facility; PROVIDED, HOWEVER, that it is agreed that should the aggregate outstanding amount of Competitive Advances) plus such Loans exceed the Letter of Credit Exposure plus the aggregate ceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. The principal amount of all Swing any Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow made under the Commitments at any time and from time Revolving Credit Facility which is repaid may be reborrowed by the Borrowers, subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this SECTION 2.1. Subject The Administrative Agent's and each Revolving Credit Lender's books and records reflecting the date and the amount of each Loan made under the Revolving Credit Facility and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 5.7.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans in Dollars to the Borrower from time to time from the Closing Date through, but not including, the Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions hereofhereof and relying upon the representations and warranties herein set forth, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower at any time or from time to time between on or after the Effective Date and date hereof to the Maturity Expiration Date, in an ; provided that after giving effect to each such Loan (i) the aggregate principal amount, together with amount of Revolving Credit Loans from such Lender shall not exceed such Lender’s share Revolving Credit Commitment minus such Lender’s Ratable Share of the Letter of Credit Exposure Obligations and the outstanding Swing Loans outstanding Loans, (ii) the Revolving Facility Usage shall not exceed the Revolving Credit Commitments and (iii) the aggregate amount of Indebtedness (as defined in the Senior Notes (2011) Indenture) under this Agreement and the CNX Gas Credit Agreement shall not exceed the Applicable Senior Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (iii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such timecalculation or information or to determine compliance with clause (iii), not and shall be fully entitled to exceed at assume (without any time (exclusive further investigation) that each borrowing of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance complies with each Lender’s Commitment Percentageclause (iii) if the Borrower makes a Loan Request for such borrowing. The acceptance by Borrower Within such limits of time and amount and subject to the Revolving Credit Loans hereunder shall constitute a representation and warranty that all other provisions of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Datethis Agreement, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time pursuant to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 2.1.1.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Revolving Credit Commitment and (ii) such Lender’s Revolving Credit Commitment Percentage of the Unencumbered Asset Availability; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested) and Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrower or participate in Letter of Credit Liabilities in the Effective Date) and 6 (with respect maximum aggregate Outstanding amount of more than the lesser of the amount equal to all other its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount Commitment Percentage of the Revolving Credit Loans of all Lenders (including Commitments and the principal face amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, its Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata as requested or deemed requested by a Borrower in accordance with the terms of Section 2.2, in amounts equal to such Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s 's Commitment Percentage. The acceptance by Borrower Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty Borrowing Base; provided, however, that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans to the Borrower; provided, however, that it is agreed that should the Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid pursuant to Section 2.3(c) may be reborrowed by the Effective Date and the Maturity DateBorrower, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this Section 2.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 4.7.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time from the Closing Date through, but not including, the Revolving Credit Termination Date as requested by the Borrowers in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less (i) the Swingline Sublimit Amount and (ii) the sum of all outstanding L/C Obligations and (b) the aggregate principal amount of all outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender’s Revolving Credit Commitment less (i) such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations with respect to Letters of Credit and (ii) such Lender’s Revolving Credit Commitment Percentage of the Swingline Sublimit Amount. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Termination Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with under the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) Facility to the Borrower from time to time between from the Effective Date and to but not including the Maturity Termination Date, as requested or deemed requested by the Borrower in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Proportionate Share of each Revolving Credit Loan requested or deemed requested hereunder up to an aggregate principal amount, together with amount at any one time outstanding equal to such Lender’s share 's Proportionate Share of the lesser of (i) the Revolving Credit Facility minus the Letter of Credit Exposure Reserve and Swing Loans outstanding at such time(ii) the Borrowing Base; PROVIDED, not to exceed at any time (exclusive HOWEVER, that no Borrowing of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The a Revolving Credit Loans Loan shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of exceed the Revolving Credit Loans hereunder shall constitute a representation Availability at the time and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Loans under the Revolving Credit Facility (after giving effect to the Loans requested) shall not exceed the lesser of (i) the Revolving Credit Facility minus the Letter of Credit Reserve and (ii) the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the lesser of the amounts described in the foregoing clauses (i) and (ii) as a maximum ceiling on Loans made to the Borrower under the Revolving Credit Facility; PROVIDED, HOWEVER, that it is agreed that should the aggregate outstanding amount of such Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow The principal amount of any Loans made under the Commitments Revolving Credit Facility may be repaid, without premium or penalty, at any time and from time reborrowed by the Borrower, subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this SECTION 2.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Loans made under the Revolving Credit Facility and each repayment of principal thereof shall constitute PRIMA FACIE evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 3.8.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.8, revolving loans in an aggregate principal amount, together with such Lender’s share of amounts as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.10 up to a maximum aggregate principal amount outstanding such that (after giving effect to all amounts requested) (i) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the aggregate Revolving Credit Exposure shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (ii) the aggregate Revolving Credit Exposure shall not exceed the Total Revolving Credit Commitment or the Borrowing Base Availability minus the Outstanding Term Loans, and (iii) the Total Loan Exposure shall not exceed the Total Commitment or the Borrowing Base Availability; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Exposure (after giving effect to all amounts requested) shall not at any time cause a violation of the covenants set forth in §9. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request (or if such condition is required to have been satisfied only as of the initial Closing Date, that such condition was satisfied as of the Closing Date), or to the extent all of the conditions required of Xxxxxxxx xxx xxxxx xx §00 and §11 are not satisfied or deemed satisfied as of the date of such request, such shall not result in Sections 5 (with respect any Material Adverse Effect. The Agent may assume that the conditions in §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrower in the Effective Date) and 6 (with respect to all other maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateCommitment, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofas applicable.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all outstanding Revolving Credit Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request (or if such condition is required to have been satisfied only as of the Effective Date, that such condition was satisfied as of the Effective Date). The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrower in the Effective Date) and 6 (with respect to all other maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateNote or its Commitment, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofas applicable.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement (including, without limitation, with respect to any BA Loan, Section 2.9), and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans in any Permitted Currency to the Borrower from time to time from the Closing Date through, but not including, the Maturity Date as requested by the Borrower in accordance with the terms of Section 2.5; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans, after giving effect to any amount requested, shall not exceed the Borrowing Limit and (b) the principal amount of outstanding Revolving Credit Loans from any Lender shall not at any time exceed an amount equal to such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations less such Lender’s Commitment Percentage of the Swingline Commitment. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion in the Permitted Currency requested by the Borrower. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each the Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower and the Borrower agrees to borrow (and may repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity Date, in an such amounts as are requested by the Borrower up to a maximum aggregate principal amountamount outstanding (after giving effect to all amounts requested) at any one time equal to the Revolving Credit Commitment; provided, together with such Lender’s share however, that the maximum aggregate principal amount of all Revolving Loans outstanding (after giving effect to the Letter amounts requested), plus the aggregate Stated Amount of Letters of Credit Exposure and Swing Loans outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, shall not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall exceed the aggregate outstanding principal amount of the Revolving Credit Loans Commitment then in effect; and provided, further, that at the time the Borrower requests a Revolving Loan and immediately after giving effect to the making thereof, no Default or Event of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus Default has occurred and is continuing. If the aggregate principal amount of all Swing Revolving Loans outstanding at any time, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of any unreimbursed draws under outstanding Letters of Credit shall at any time exceed the Total Revolving Credit Commitment Amount. Between the Effective Date and the Maturity Datethen in effect, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject shall immediately pay to the provisions Lender the amount of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may such excess. Failure to make such payment on demand shall be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofan Event of Default hereunder.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the sum of the aggregate amount of all outstanding Revolving Credit Loans (after giving effect to the amount requested and the use of the proceeds thereof to repay Extensions of Credit hereunder), Swingline Loans and L/C Obligations from any Lender to the Borrower shall at no time exceed such Lender's Revolving Credit Commitment and (b) no borrowing of Revolving Credit Loans shall be made if, immediately after giving effect thereto and the use of the proceeds thereof to repay Extensions of Credit hereunder, the aggregate principal amount of Revolving Credit Loans then outstanding plus (i) all outstanding Swingline Loans plus (ii) the aggregate principal amount of all outstanding L/C Obligations would exceed the then applicable Borrowing Limit. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time after the Closing Date to, but not including, the Maturity Date as requested by the Borrowers in accordance with the terms of Section 2.3; provided that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed (i) the lesser of (x) the Revolving Credit Commitment and (y) the Borrowing Base Amount less (ii) the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may, as the context may requirejointly and severally, collectively with all Revolving Credit Loans of such Lender borrow, repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and until the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the provisions of §2.5 and the other terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from each Lender from time to time from the Closing Date up to but not including the Maturity Date upon notice by the Borrower to the Administrative Agent given in accordance with §2.5 hereof, such sums as are requested by the Borrower up to a maximum aggregate principal amount outstanding (each a “Revolving Credit Loan” and, as after giving effect to all amounts requested) at any one time equal to such Lender’s Commitment minus such Lender’s Commitment Percentage of the context may require, collectively with all Revolving Credit Loans Maximum Drawing Amount; provided that the sum of such Lender and with the outstanding amount of the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding (after giving effect to all amounts requested) and the Competitive Bid Loans plus the Maximum Drawing Amount shall not at any time exceed the Total Commitment in effect at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans hereunder Loan or Swing Loan made pursuant to §2.5 hereof shall constitute a representation and warranty by the Borrower that the conditions set forth in §10 have been satisfied or waived in accordance with §25 and that the conditions set forth in §11 have been satisfied on the date of such request and will be satisfied on the proposed Drawdown Date of the requested Revolving Credit Loan or Swing Loan, provided that the making of such representation and warranty by the Borrower shall not limit the right of any Lender not to lend if such conditions have not been met. No Revolving Credit Loan or Swing Loan shall be required to be made by any Lender, or the Swing Lender, as the case may be, unless all of the conditions contained in §10 have been satisfied or waived in accordance with §25 and all of the conditions set forth in Sections 5 (with respect to §11 have been met at the time of any request for a Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Loan or Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofLoan.

Revolving Credit Loans. Subject This Mortgage is given to the terms and conditions hereofsecure, each Lender severally agrees to make among other things, revolving credit loans (each a “Revolving and shall secure not only presently existing indebtedness under the Credit Loan” andAgreement but also future advances, whether such advances are obligatory or to be made at the option of Mortgagee, or otherwise, as are made within twenty (20) years from the context may requiredate hereof, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with same extent as if such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans future advances were made on the Effective Date) date of the execution of this Mortgage, although there may be no advance made at the time of execution of this Mortgage and 6 (with respect although there may be no indebtedness hereby secured outstanding at the time any advance is made. The lien of this Mortgage shall be valid as to all other Revolving Credit Loans) have been satisfiedindebtedness hereby secured, including future advances, from the time of its filing for record in the recorder's or registrar's office in the county in which the Mortgaged Premises are located. At no time shall the aggregate outstanding principal The total amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower indebtedness hereby secured may borrow, prepay in whole increase or in part and reborrow under the Commitments at any time and decrease from time to time, but the total unpaid balance of indebtedness hereby secured (including disbursements which Mortgagee may make under this Mortgage, the Credit Agreement or any other documents related thereto) at any one time outstanding shall not exceed a maximum principal amount of One Hundred Seventy Million Dollars ($170,000,000) plus interest thereon and any disbursements made for payment of taxes, special assessments or insurance on the Mortgaged Premises and interest on such disbursements (all in accordance with such indebtedness being hereinafter referred to as the terms "maximum amount secured hereby"). This Mortgage shall be valid and conditions of this Agreement. Subject have priority over all subsequent liens and encumbrances, including statutory liens, excepting solely taxes and assessments levied on the Mortgaged Premises, to the provisions extent of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofthe maximum amount secured hereby.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofand relying upon the representations and warranties herein set forth, each Lender Bank, severally and not jointly, agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrower, at any time or from time to time between during the Effective Date and the Maturity DateCommitment Period, in an aggregate principal amount, together with amount at any time outstanding not to exceed the amount of such LenderBank’s share Commitment minus the sum of the such Bank’s Commitment Percentage of (i) all Letter of Credit Exposure Obligations then outstanding and (ii) the principal amount of Swing Line Loans then outstanding at such timesubject, not however, to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The condition that no Revolving Credit Loans shall be made pro rata in accordance with each Lenderif, after giving effect thereto and the simultaneous application of the proceeds thereof, (i) any Bank’s Exposure at such time will exceed such Bank’s Commitment Percentageat such time or (ii) the Total Exposure at such time will exceed the Total Commitment at such time. The acceptance by Borrower If at any time the sum of the Revolving Credit Loans hereunder Total Exposure at such time exceeds the Total Commitment at such time, the Borrower shall constitute a representation and warranty that all of promptly prepay the conditions set forth in Sections 5 (with respect excess to Revolving Credit Loans made on the Effective Date) and 6 (with respect Agent, to all other be applied first to repay Swing Line Loans, then Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus , and then as cash collateral to secure the Letter of Credit Exposure plus Obligations. Such Commitments may be terminated or modified from time to time pursuant to Section 2.8. Within the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Dateforegoing limits, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to timeduring the Commitment Period, all in accordance with the terms and conditions of this Agreement. Subject subject to the terms, provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereoflimitations set forth herein.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans lend to the Borrowers and any Borrower may borrow, repay, and reborrow from time to time from the Closing Date until the Maturity Date upon notice by the applicable Borrower to the Administrative Agent given in accordance with §2.6, such sums denominated in Dollars as are requested by the applicable Borrowers up to a maximum aggregate amount outstanding (each a “after giving effect to all amounts requested) at any one time equal to such Revolving Credit Loan” and, as the context may require, collectively with all Lender's Commitment minus such Revolving Credit Loans Lender's Commitment Percentage of such Lender (i) the sum of the Maximum Drawing Amount and with all Unpaid Reimbursement Obligations plus (ii) the outstanding amount of Swing Line Loans, provided that (i) the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of all other Lenders, Swing Line Loans shall not at any time exceed the “lesser of (A) the Total Commitment at such time and (B) the Borrowing Base at such time and (ii) the sum of the outstanding amount of the CAI Revolving Credit Loans”Loans (after giving effect to all amounts requested) to plus the Borrower from time to time between the Effective Date Maximum Drawing Amount and the Maturity Date, all Unpaid Reimbursement Obligations in an aggregate principal amount, together with such Lender’s share respect of the Letter Letters of Credit Exposure issued for the account of CAI, plus the outstanding amount of Swing Line Loans made to CAI shall not at any time exceed the lesser of (A) the Total Commitment at such time and Swing Loans outstanding (B) the Domestic Borrowing Base at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s 's Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrowers that all of the conditions set forth above and in Sections 5 (with respect to §11 and §12, in the case of the initial Revolving Credit Loans to be made on the Effective Closing Date) , and 6 (with respect to §12, in the case of all other Revolving Credit Loans) , have been satisfiedsatisfied on the date of such request. At no time The Revolving Credit Loans advanced on the Closing Date shall the aggregate outstanding principal amount of be made by the Revolving Credit Loans of all Lenders (including as Base Rate Loans, subject to conversion after the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Closing Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof§2.7.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the US Borrower in Dollars from time to time from the Closing Date through, but not including, the Maturity Date as requested by the US Borrower in accordance with the terms of Section 2.4; provided that, based upon the Dollar Amount of all outstanding Loans and L/C Obligations, (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of (i) during the Reserve Period, the Reserve Amount, (ii) all outstanding Canadian Dollar Loans, (iii) all outstanding Euro Loans, (iv) all outstanding Swingline Loans and (v) all outstanding L/C Obligations and (b) the aggregate principal amount of all outstanding Revolving Credit Loans from any Revolving Credit Lender to the US Borrower shall not at any time exceed such Revolving Credit Lender’s Revolving Credit Commitment less such Revolving Credit Lender’s Revolving Credit Commitment Percentage of (i) during the Reserve Period, the Reserve Amount; (ii) all outstanding Canadian Dollar Loans, (iii) all outstanding Euro Loans, (iv) all outstanding Swingline Loans and (v) all outstanding L/C Obligations. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe US Borrower may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and until the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement and the other Loan Documents, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower in Dollars, and each Lender with an Alternative Currency Revolving Credit Commitment severally agrees to make Revolving Credit Loans to the Borrower in Alternative Currencies, in each case from time to time from the Closing Date through, but not including, the Revolving Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the Revolving Credit Outstandings shall not exceed the Revolving Credit Commitment, (b) the aggregate principal amount of outstanding Revolving Credit Loans from any Lender plus such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans shall not at any time exceed such Lender’s Revolving Credit Commitment, and (c) the aggregate principal amount of outstanding Alternative Currency Revolving Credit Loans from any Lender shall not at any time exceed such Lender’s Alternative Currency Revolving Credit Commitment. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s applicable Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Maturity Date.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans (on both an interim and final basis as those terms are commonly used in the context of the Bankruptcy Code) to the Borrowers from time to time from the Effective Date to but not including the Termination Date, as requested or deemed requested by the Borrowers in accordance with the terms of SECTION 2.2, in amounts equal to such Lender Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender's Commitment Percentage of the Borrowing Base; PROVIDED, HOWEVER, that the Aggregate Credit Obligations (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and with agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans to the Borrowers; PROVIDED, HOWEVER, that it is agreed that should the Revolving Credit Loans of all exceed the ceiling so determined or any other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes limitation set forth in Section 2.15. The this Agreement, such Revolving Credit Loans shall nevertheless constitute Secured Obligations and, as such, shall be made pro rata in accordance with each Lender’s Commitment Percentageentitled to all benefits thereof and security therefor. The acceptance by Borrower of Notwithstanding anything herein to the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (contrary, Interim Advances with respect to Revolving Credit Loans made on pursuant to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfiedInterim Order shall not exceed the maximum principal amounts allowed under the Interim Order. At no time shall the aggregate outstanding The principal amount of the any Revolving Credit Loans of all Lenders (including Loan which is repaid pursuant to SECTION 2.3(C) may be reborrowed by the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateBorrowers, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this SECTION 2.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute PRIMA FACIE evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 4.5.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) the sum of such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the sum of (A) the Pool Availability minus (B) the sum of (1) the amount of all outstanding Revolving Credit Loans, Term Loans and Swing Loans, plus (2) the aggregate amount of Letter of Credit Liabilities, plus (3) the outstanding principal amount of the Consolidated Total Unsecured Debt (excluding the Loans and Letter of Credit Liabilities); provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Pool Availability minus the Outstanding Term Loans A and the Outstanding Term Loans B and the outstanding principal amount of the Consolidated Total Unsecured Debt (excluding the Loans and Letter of Credit Liabilities), and (B) the Total Revolving Credit Commitment or (ii) cause a violation of the covenant set forth in §9.1. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of the Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Borrower or participate in Letter of Credit Exposure plus Liabilities in the maximum aggregate principal outstanding balance of more than the principal face amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, its Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the Swingline Commitment less all L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Revolving Credit Commitment less such Lender's Revolving Credit Commitment Percentage of outstanding L/C Obligations and less such Lender's Revolving Credit Commitment Percentage of the Swingline Commitment. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions hereofhereof and relying upon the representations and warranties herein set forth, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans in U.S. Dollars to the Borrower at any time or from time to time on or after the date hereof to, but not including, the Expiration Date; provided that after giving effect to each such Loan, (i) such Lender’s Revolving Exposure shall not exceed the lesser of (a) such Lender’s Ratable Share of the Borrowing Base and (b) such Lender’s Revolving Credit Commitment, (ii) the Revolving Facility Usage shall not exceed the lesser of (a) the Borrowing Base and (b) the Revolving Credit Commitments and (iii) the aggregate amount of Indebtedness under this Agreement shall not exceed the Applicable Notes Indenture Cap; provided, further, that (x) at the Administrative Agent’s request, the Borrower shall provide the Administrative Agent calculations and supporting information reasonably satisfactory to the Administrative Agent showing compliance with clause (iii) and (y) notwithstanding the foregoing clause (x), the Administrative Agent shall have no obligation to request such calculation or information or to determine compliance with clause (iii), and shall be fully entitled to assume (without any further investigation) that each borrowing of Revolving Credit Loans complies with clause (iii) if the Borrower makes a Loan Request for such borrowing. Within such limits of time and amount and subject to the other provisions of this Agreement, the Borrower may borrow, repay and reborrow pursuant to this Section 2.1.1 [Revolving Credit Loans]. With respect to any Incoming Lender or Increased Lender, subject to the terms and conditions set forth in Section 7 of this Agreement, such Lender agrees to fund on the Closing Date such amounts to the Administrative Agent to the extent necessary so that the principal amounts of its Revolving Credit Loans and Participation Advances have been funded by such Lender in accordance with its Ratable Share and to acquire participations in Letters of Credit and Swing Loans so that such Lender’s participations therein are in accordance with its Ratable Share as of the Closing Date. Any such amounts so received by the Administrative Agent pursuant to the immediately preceding sentence shall be disbursed on the Closing Date to Decreased Lenders and Exiting Lenders, so that after such fundings and disbursements the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Participation Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata have been funded in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower Ratable Share as of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all Closing Date. For the purposes of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made fundings and other adjustments on the Effective DateClosing Date pursuant to this paragraph only and for no other purpose, each Existing Lender (other than an Existing Lender that is a Exiting Lender) and 6 waives (with respect x) the payment of any breakage costs pursuant to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount Section 5.9 of the Revolving Existing Credit Loans Agreement in connection with the payments pursuant to the immediately preceding sentence, (y) delivery of all Lenders any Loan Requests and notices of prepayment in connection with the adjustments pursuant to this paragraph, whether hereunder or under the Existing Credit Agreement and (including z) minimum borrowing and prepayment amounts in connection with the amount of Competitive Advances) plus the fundings and other adjustments pursuant to this paragraph. Existing Commitment Fees, Existing Letter of Credit Exposure plus Fees and Existing Interest shall be paid on the aggregate principal amount of all Swing Loans exceed Closing Date only to Exiting Lenders in the Total Commitment Amount. Between the Effective Date amounts owed to such Exiting Lenders and not to Increased Lenders or Decreased Lenders (and the Maturity DateIncreased Lenders and Decreased Lenders shall be paid Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest (computed, for the Borrower may borrowavoidance of doubt, prepay in whole or in part at the rate applicable to such Existing Commitment Fees, Existing Letter of Credit Fees and reborrow Existing Interest under the Commitments at Existing Credit Agreement) from the date that such Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest had so accrued under the Existing Credit Agreement), and such Existing Commitment Fees, Existing Letter of Credit Fees and Existing Interest shall be payable on the earlier of the first Payment Date hereunder following the Closing Date or any time and from time earlier date on which any Commitment Fees, Letter of Credit Fees or interest, as applicable, shall become payable hereunder. In the case of any assignment of any Loans, Participation Advances or Letter of Credit Obligations prior to timesuch first Payment Date or earlier date of payment, all if not otherwise specified in accordance with the terms and conditions Assignment Agreement applicable thereto, any unpaid Existing Commitment Fees, Existing Letter of this Agreement. Subject Credit Fees or Existing Interest shall be payable to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofassignee.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Banks severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower and the Borrower may borrow (and may repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity Date, in an such amounts as are requested by the Borrower up to a maximum aggregate principal amountamount outstanding (after giving effect to all amounts requested) at any one time equal to such Bank's Commitment; provided, together with such Lender’s share however, that the maximum aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to the Letter amounts requested), plus the aggregate Stated Amount of Letters of Credit Exposure and Swing Loans outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, shall not to exceed at any time exceed the lesser of (exclusive of any Competitive Advances of i) the Borrowing Base in effect at such Lender time and (ii) the Total Commitment in effect at such time) such Lender’s Commitment Amount for , and provided, further, that at the purposes set forth in Section 2.15time the Borrower requests a Revolving Credit Loan and after giving effect to the making thereof, no Default or Event of Default has occurred and is continuing. The Revolving Credit Loans shall be made pro rata among the Banks in accordance with the Commitment Percentage of each Lender’s Commitment PercentageBank having a Commitment. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus If the aggregate principal amount of all Swing Revolving Credit Loans outstanding at any time, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of any unreimbursed draws under outstanding Letters of Credit shall at any time exceed the lesser of (i) the Borrowing Base in effect at such time and (ii) the Total Commitment Amount. Between the Effective Date and the Maturity Datein effect at such time, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject shall immediately pay to the provisions Administrative Agent for the respective accounts of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may the Banks the amount of such excess. Failure to make such payment on demand shall be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofan Event of Default hereunder.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) the sum of such Lender’s Commitment and (ii) such Lender’s Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all outstanding Revolving Credit Loans and Swing Loans, plus (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time (i) exceed the lesser of (A) Borrowing Base Availability and (B) the Total Commitment or (ii) cause a violation of the covenant set forth in §9.1 or §9.11 . Notwithstanding anything to the contrary in this Agreement except pursuant to §2.5(d) or §2.10(f), in the event that the IPO Conditions Satisfaction Date has not occurred on or before December 31, 2015 (or such later date if extended in accordance with this Agreement), the Lenders shall, commencing with the first day after the last day by which the IPO Conditions Satisfaction Date is required to occur, if at all, as provided in the definition of IPO Conditions and continuing thereafter, have no further obligation to lend to the Borrower, and the Borrower shall have no further right to borrow or repay and reborrow, unless the Super-Majority Lenders approve a specific advance of the Loan in their sole and absolute discretion. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Borrower set forth in Sections 5 (with respect §§10 and 11 have been satisfied on the date of such request. The Agent may assume that the conditions in §§10 and 11 have been satisfied unless it receives prior written notice from a Lender that such conditions have not been satisfied. No Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Borrower or participate in Letter of Credit Exposure plus Liabilities in the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Commitment Percentage of the Commitments and the principal face amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, its Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of as requested or deemed requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata Borrowers in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Proportionate Share of each Revolving Credit Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s Commitment Percentage. The acceptance by Borrower 's Proportionate Share of the Revolving Credit Loans hereunder Borrowing Base; PROVIDED, HOWEVER, that no Borrowing shall constitute a representation exceed the Loan Availability at the time and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Loans (after giving effect to the Revolving Credit Loans requested or deemed requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Loans made to the Borrowers; PROVIDED, HOWEVER, that it is agreed that should the aggregate outstanding amount of such Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid may be reborrowed by the Effective Date and the Maturity DateBorrowers, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this SECTION 2.1. Subject The Administrative Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 4.5.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Original Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations, (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Revolving Credit Commitment less such Lender's Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans and (c) after giving effect to such Loan the Borrower and its Subsidiaries shall be in pro forma compliance with Section 10.5 hereof. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date may borrow, repay and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of until the conditions set forth in Sections 5 (with respect to Revolving Credit Maturity Date. Revolving Credit Loans made on the Effective Date) and 6 (Original Closing Date shall be funded in a manner consistent with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 6.2(g)(i).

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Revolving Credit Commitment less such Lender's Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date may borrow, repay and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of until the conditions set forth in Sections 5 (with respect to Revolving Credit Maturity Date. Revolving Credit Loans made on the Effective Date) and 6 (Closing Date shall be funded in a manner consistent with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 6.2(g)(i).

Revolving Credit Loans. 2.1.1 Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Banks severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower Borrowers and the Borrowers may borrow, repay and reborrow from time to time between the Effective Closing Date and the Revolving Credit Maturity Date, in an such amounts as requested by the Borrowers up to a maximum aggregate principal amountamount outstanding (after giving effect to all amounts requested and including all outstanding Swingline Loans) at any one time equal to such Bank’s Revolving Credit Commitment; provided, together with such Lender’s share however, that the maximum aggregate principal amount of all Revolving Credit Loans (after giving effect to all amounts requested and all outstanding Swingline Loans), plus the Letter aggregate Stated Amount of Letters of Credit Exposure and Swing Loans outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, shall not to exceed at any time (exclusive exceed the aggregate amount of any Competitive Advances the Revolving Credit Commitments of such Lender the Banks; and provided, further, that at such the time the Borrowers request a Revolving Credit Loan and after giving effect to the making thereof, no Event of Default has occurred and is continuing and no event has occurred which, with the giving of notice or the passage of time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15, or both, would constitute an Event of Default. The Revolving Credit Loans shall be made pro rata in accordance with each LenderBank’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall If the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including Swingline Loans), plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of any unreimbursed draws under Letters of Credit, shall at any time exceed the then Revolving Credit Maximum Amount, the Borrowers shall immediately pay to the Administrative Agent for the respective accounts of the Banks the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all such excess pro rata in accordance with the terms and conditions their Commitment Percentages. Failure to make such payment on demand shall be an Event of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofDefault hereunder.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Banks having a Revolving Credit Commitment severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower Borrowers and the Borrowers may borrow (and may repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity Date, in an such amounts as are requested by the Borrowers up to a maximum aggregate principal amount, together with such Lender’s share amount outstanding (after giving effect to all amounts requested and the payment or prepayment of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance or unreimbursed draws on Letters of Credit with each Lender’s Commitment Percentage. The acceptance by Borrower the proceeds of such borrowing) at any one time equal to such Bank's Revolving Credit Commitment; provided, however, that (without duplication) the maximum aggregate principal amount of all Revolving Credit Loans hereunder shall constitute a representation outstanding (after giving effect to the amounts requested and warranty that all the payment or prepayment of the conditions set forth in Sections 5 (with respect to outstanding Revolving Credit Loans made or unreimbursed draws on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter Letters of Credit Exposure with the proceeds of such borrowing), plus the aggregate principal amount of all Swing Swingline Loans outstanding, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, shall not at any time exceed the Total Revolving Credit Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments effect at any time and from time to such time, all and provided, further, that at the time the Borrowers request a Revolving Credit Loan and after giving effect to the making thereof, no Default or Event of Default has occurred and is continuing. The Revolving Credit Loans (but not the Swingline Loans) shall be made pro rata among the Banks having a Revolving Credit Commitment in accordance with the terms and conditions Commitment Percentage of this Agreementthe Revolving Credit Commitment of each Bank. Subject to If the provisions aggregate principal amount of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may outstanding at any time, plus the aggregate principal amount of Swingline Loans outstanding at such time, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of any unreimbursed draws under outstanding Letters of Credit shall at any time exceed the Total Revolving Credit Commitment in effect at such time, the Borrowers shall immediately pay to the Administrative Agent for the respective accounts of the Banks the amount of such excess. Any such payment shall be (a) Prime Rate applied first to outstanding Swingline Loans, (b) LIBOR and any remainder shall be applied to outstanding Revolving Credit Loans, (c) Competitive Advances or (d) any combination thereof. Failure to make such payment on demand shall be an Event of Default hereunder.

Revolving Credit Loans. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” "REVOLVING CREDIT LOAN" and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”"REVOLVING CREDIT LOANS") to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s 's share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s 's Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s 's Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower Borrowers, and the Borrowers may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrowers to the Agent given in accordance with §2.7, such sums, in an aggregate principal amountDollars or in one or more Alternative Currencies, together with such Lender’s share of as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrowers for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal Dollar Equivalent amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the sum of (A) the Unencumbered Asset Pool Availability minus (B) the sum of (1) the amount of all outstanding Revolving Credit Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment or cause a violation of the covenant set forth in §9.1; and provided, further, that: (x) the aggregate Outstanding amount of all Revolving Credit Loans denominated in Alternative Currencies shall not exceed the Alternative Currency Sublimit, (y) the aggregate Outstanding amount of the Revolving Credit Loans of any Revolving Credit Lender (less, with respect only to the Alternative Currency Fronting Lender, the aggregate Alternative Currency Risk Participations in all Loans denominated in Alternative Currencies), plus, with respect only to the Alternative Currency Participating Lenders, the Outstanding amount of such Lender’s Alternative Currency Risk Participations in Loans denominated in Alternative Currencies and advanced by the Alternative Currency Fronting Lender, plus such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Outstanding amount of all Letter of Credit Liabilities, plus such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Outstanding amount of all Swing Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and (z) after giving effect to any Revolving Credit Loans denominated in Alternative Currencies and advanced by the Alternative Currency Fronting Lender, the aggregate Dollar Equivalent amount of all such Revolving Credit Loans funded by such Alternative Currency Fronting Lender shall not exceed the Fronting Commitment of such Alternative Currency Fronting Lender. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrowers that all of the conditions required of Borrowers set forth in Sections 5 (with respect §10 and §11 have been satisfied on the date of such request. The Agent and Alternative Currency Fronting Lender may assume that the conditions in §10 and §11 have been satisfied unless Agent receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrowers in the Effective Date) and 6 (with respect to all other maximum aggregate principal outstanding balance of more than the Dollar Equivalent principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateNote or its Commitment, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofas applicable.

Revolving Credit Loans. Subject to Each Lender agrees, severally and not jointly, for so long as no Default or Event of Default exists and if the terms and conditions hereofset forth in Section 9 are satisfied, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between during the Effective Date and period from the Maturity Date, in an aggregate principal amount, together with such Lender’s share date hereof to but not including the last day of the Letter of Credit Exposure and Swing Loans outstanding at such timeTerm, not as requested by Borrower in the manner set forth in Subsection 3.1.1 hereof, up to exceed a maximum principal amount at any time outstanding equal to the lesser of (exclusive of any Competitive Advances of such Lender at such timei) such Lender’s 's Revolving Loan Commitment minus such Lender's Revolving Loan Percentage of the sum of (x) the LC Amount and (y) all unpaid LC Obligations and (ii) the product of such Lender's Revolving Loan Percentage and an amount equal to the Borrowing Base at such time minus the sum of (x) the LC Amount and (y) all unpaid LC Obligations minus the Availability Reserve and minus other reserves, if any. In addition to the Availability Reserve, Agent shall have the right to establish other reserves in such amounts, and with respect to such matters, as Agent shall reasonably deem necessary or appropriate in its reasonable credit judgment exercised in good faith, against the amount of Revolving Credit Loans which Borrower may otherwise request under this Subsection 1.1.1 with respect to (i) price adjustments, damages, unearned discounts, returned products or other matters for which credit memoranda are issued in the purposes set forth ordinary course of business of Borrower and its Subsidiaries; (ii) shrinkage, spoilage and obsolescence of Inventory; (iii) other sums chargeable against Borrower's Loan Account as Revolving Credit Loans under any section of this Agreement; (iv) liabilities and clean up costs under Environmental Laws; and (v) such other specific events, conditions or contingencies as to which Agent, in Section 2.15its reasonable credit judgment exercised in good faith, determines reserves should be established from time to time hereunder. Notwithstanding the foregoing, Agent shall not establish any reserves in respect of any matters relating to any items of Collateral that have been specifically taken into account in determining eligibility of any category of assets or the amount or value thereof for determining the Borrowing Base. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation further evidenced by, and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all repayable in accordance with the terms of, the Revolving Notes and conditions shall be secured by all of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofCollateral.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Credit Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans lend to the Borrowers and any Borrower may borrow, repay, and reborrow from time to time from the Closing Date until the Maturity Date upon notice by the applicable Borrower to the Administrative Agent given in accordance with §2.6, such sums denominated in Dollars as are requested by the applicable Borrowers up to a maximum aggregate amount outstanding (each a “after giving effect to all amounts requested) at any one time equal to such Revolving Credit Loan” and, as the context may require, collectively with all Lender's Commitment minus such Revolving Credit Loans Lender's Commitment Percentage of such Lender (i) the sum of the Maximum Drawing Amount and with all Unpaid Reimbursement Obligations plus (ii) the outstanding amount of Swing Line Loans, provided that (i) the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of all other Lenders, Swing Line Loans shall not at any time exceed the “lesser of (A) the Total Commitment at such time and (B) the Borrowing Base at such time and (ii) the sum of the outstanding amount of the CAI Revolving Credit Loans”Loans (after giving effect to all amounts requested) to plus the Borrower from time to time between the Effective Date Maximum Drawing Amount and the Maturity Date, all Unpaid Reimbursement Obligations in an aggregate principal amount, together with such Lender’s share respect of the Letter Letters of Credit Exposure issued for the account of CAI, plus the outstanding amount of Swing Line Loans made to CAI shall not at any time exceed the lesser of (A) the Total Commitment at such time and Swing Loans outstanding (B) the Domestic Borrowing Base at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata prorata in accordance with each Revolving Credit Lender’s 's Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrowers that all of the conditions set forth above and in Sections 5 (with respect to §11 and §12, in the case of the initial Revolving Credit Loans to be made on the Effective Closing Date) , and 6 (with respect to §12, in the case of all other Revolving Credit Loans) , have been satisfiedsatisfied on the date of such request. At no time The Revolving Credit Loans advanced on the Closing Date shall the aggregate outstanding principal amount of be made by the Revolving Credit Loans of all Lenders (including as Base Rate Loans, subject to conversion after the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Closing Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof§2.7.

Revolving Credit Loans. Through and including the Revolving Credit Termination Date, each Bank severally agrees, on the terms and conditions set forth in this Agreement and in its Note, to make Loans to the Company from time to time in amounts not to exceed in the aggregate at any one time outstanding the amount of its Commitment; provided, however, that if any unmatured Advances are outstanding at the effective date of a change in any Bank's Commitment pursuant to SECTION 2.7, each Bank instead severally agrees, on the terms and conditions set forth in this Agreement, to make Loans from time to time prior to the maturity of such unmatured Advances in amounts not to exceed in the aggregate for all such Loans of such Bank the amount of such Bank's ratable share (determined in proportion to its respective Commitment, as so changed) of the excess of (i) the amount of the Aggregate Commitment, over (ii) the aggregate principal outstanding amount of all such unmatured Advances of the Banks (assuming for purposes of this clause (ii) that all other such Banks' shares of such unmatured Advances were made and have not been disproportionately prepaid); and provided, further that no Loan shall be made if, after giving effect thereto, the aggregate outstanding principal of all Loans would exceed the lesser of (A) the Aggregate Commitment or (B) the Borrowing Base. Subject to the terms of this Agreement, the Company may borrow, repay and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with reborrow at any time through the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive . The obligations of any Competitive Advances of such Lender Bank to make Loans hereunder shall cease at such 4:01 p.m. (Chicago time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of on the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Termination Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Banks severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower and the Borrower may borrow (and may repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity Date, in an such amounts as are requested by the Borrower up to a maximum aggregate principal amount, together with such Lender’s share amount outstanding (after giving effect to all amounts requested and the payment or prepayment of the Letter outstanding Loans or unreimbursed draws on Letters of Credit Exposure and Swing Loans outstanding at with the proceeds of such time, not to exceed borrowing) at any one time equal to such Bank's Commitment; provided, however, that (exclusive without duplication) the maximum aggregate principal amount of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The all Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower outstanding (after giving effect to the amounts requested and the payment or prepayment of the Revolving Credit outstanding Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made or unreimbursed draws on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter Letters of Credit Exposure with the proceeds of such borrowing), plus the aggregate principal amount of all Swing Swingline Loans outstanding, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of all unreimbursed draws under outstanding Letters of Credit, shall not at any time exceed the Total Commitment Amount. Between in effect at such time, and provided, further, that at the Effective Date and the Maturity Date, time the Borrower may borrowrequests a Revolving Credit Loan and after giving effect to the making thereof, prepay in whole no Default or in part Event of Default has occurred and reborrow under is continuing. The Revolving Credit Loans (but not the Commitments at any time and from time to time, all Swingline Loans) shall be made pro rata among the Banks in accordance with the terms and conditions Commitment Percentage of this Agreementeach Bank. Subject to If the provisions aggregate principal amount of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may outstanding at any time, plus the aggregate principal amount of Swingline Loans outstanding at such time, plus the aggregate Stated Amount of Letters of Credit outstanding at such time, plus the aggregate amount of any unreimbursed draws under outstanding Letters of Credit shall at any time exceed the Total Commitment in effect at such time, the Borrower shall immediately pay to the Administrative Agent for the respective accounts of the Banks the amount of such excess. Any such payment shall be (a) Prime Rate applied first to outstanding Swingline Loans, (b) LIBOR and any remainder shall be applied to outstanding Revolving Credit Loans, (c) Competitive Advances or (d) any combination thereof. Failure to make such payment on demand shall be an Event of Default hereunder.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15. The §2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) the sum of such Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty that sum of (A) the Unencumbered Pool Availability minus (B) the sum of (1) the amount of all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other outstanding Revolving Credit Loans, Term Loans and Swing Loans, (2) have been satisfied. At no time shall the aggregate amount of Letter of Credit Liabilities and (3) the aggregate amount of all other Unsecured Debt; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that (X) the outstanding principal amount of the Revolving Credit Loans of (after giving effect to all Lenders (including the amount of Competitive Advances) plus the amounts requested), Swing Loans and Letter of Credit Exposure plus Liabilities shall not at any time exceed the aggregate Total Revolving Credit Commitment, (Y) the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateCommitment, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.and

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with under the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) Facility to the Borrower from time to time between from the Effective Date and to but not including the Maturity Termination Date, as requested or deemed requested by the Borrower in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Proportionate Share of each Revolving Credit Loan requested or deemed requested hereunder up to an aggregate principal amount, together with amount at any one time outstanding equal to such Lender’s share 's Proportionate Share of the Letter of Credit Exposure and Swing Loans outstanding at such timeBorrowing Base; PROVIDED, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The HOWEVER, that no Revolving Credit Loans Loan shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the that exceeds Revolving Credit Loans hereunder shall constitute a representation Availability at the time and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Loans under the Revolving Credit Facility (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans; PROVIDED, HOWEVER, that it is agreed that should the aggregate outstanding amount of Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between the Effective Date and the Maturity DateThe principal amount of any Revolving Credit Loan which is repaid may be reborrowed, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the provisions of this SECTION 2.1. Subject to manifest discrepancies or errors, the Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute PRIMA FACIE evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 3.5.

Revolving Credit Loans. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (Except with respect to the initial Revolving Credit Loans made Loan on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Closing Date, the Borrower may borrowshall give to the Agent written notice executed by an Authorized Officer in the form of Exhibit D-1 hereto (or telephonic notice confirmed in writing in the form of Exhibit D-1 hereto) of each Revolving Credit Loan requested hereunder (a “Loan Request”) by 11:00 a.m. (Cleveland time) one (1) Business Day prior to the proposed Drawdown Date with respect to Base Rate Loans and three (3) Business Days prior to the proposed Drawdown Date with respect to SOFR Rate Loans. Each such notice shall specify with respect to the requested Revolving Credit Loan the proposed principal amount of such Revolving Credit Loan, prepay in whole or in part the Type of Revolving Credit Loan and reborrow under the Commitments at any time and from time Drawdown Date. Each such notice shall also contain (i) a general statement as to time, all the purpose for which such advance shall be used (which purpose shall be in accordance with the terms of §2.9) and conditions (ii) a certification by the chief executive officer, president or chief financial officer of the REIT on behalf of Borrower that the Borrower and Guarantors are and will be in compliance with all covenants under the Loan Documents after giving effect to the making of such Revolving Credit Loan. Promptly upon receipt of any such notice, the Agent shall notify each of the Revolving Credit Lenders thereof. Each such Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Revolving Credit Loan requested from the Revolving Credit Lenders on the proposed Drawdown Date. Nothing herein shall prevent the Borrower from seeking recourse against any Revolving Credit Lender that fails to advance its proportionate share of a requested Revolving Credit Loan as required by this Agreement. Subject to Each Loan Request shall be for the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofMinimum Borrowing Amount.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Credit Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans lend to the Borrower and the Borrower may borrow, repay, and reborrow from time to time from the Closing Date until the Maturity Date upon notice by the Borrower to the Administrative Agent given in accordance with §2.6, such sums denominated in Dollars as are requested by the Borrower up to a maximum aggregate amount outstanding (each a “after giving effect to all amounts requested) at any one time equal to such Revolving Credit Loan” and, as the context may require, collectively with all Lender’s Commitment minus such Revolving Credit Loans Lender’s Commitment Percentage of such Lender (i) the sum of the Maximum Drawing Amount and with all Unpaid Reimbursement Obligations plus (ii) the outstanding amount of Swing Line Loans, provided that the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of all other Lenders, Swing Line Loans shall not at any time exceed the “Revolving Credit Loans”lesser of (A) to the Borrower from Total Commitment at such time to time between and (B) the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding Borrowing Base at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth above and in Sections 5 (with respect to §11 and §12, in the case of the initial Revolving Credit Loans to be made on the Effective Closing Date) , and 6 (with respect to §12, in the case of all other Revolving Credit Loans) , have been satisfiedsatisfied on the date of such request. At no time The Revolving Credit Loans advanced on the Closing Date shall the aggregate outstanding principal amount of be made by the Revolving Credit Loans of all Lenders (including as Base Rate Loans, subject to conversion after the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Closing Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof§2.7.

Revolving Credit Loans. (a) The Existing Lenders made one or more advances to the Borrower prior to the Closing Date in accordance with the terms of the Existing Credit Agreement (each such loan, to the extent outstanding on the Closing Date, an “Existing Revolving Credit Loan”). Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the sum of such Lender’s Commitment; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed an amount equal to the lesser of (i) the Total Commitment or (ii) the then-current Borrowing Base Availability. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Borrower set forth in Sections 5 (with respect §§10 and 11 have been satisfied on the date of such request. The Agent may assume that the conditions in §§10 and 11 have been satisfied unless it receives prior written notice from a Lender that such conditions have not been satisfied. No Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Borrower or participate in Letter of Credit Exposure plus Liabilities in the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Commitment Percentage of the Commitments and the principal face amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, its Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions ---------------------- of this Agreement, each Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time from the Closing Date through the Revolving Credit Termination Date as requested by the Borrowers in accordance with the terms of Section 2.4; provided, that (a) the aggregate principal amount of all -------- outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Revolving Commitment less the sum of all ---- outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Revolving Commitment as set forth on Schedule 2 ---------- hereto less such Lender's Commitment Percentage of outstanding L/C Obligations ---- and Swingline Loans (if any). Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Termination Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow), from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate in Dollars or in any Alternative Currency requested by the Borrower upon notice by the Borrower to the Agent given in accordance with §2.7(a), in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15. The §2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Revolving Credit Loans shall be made pro rata in accordance with each Commitment and (ii) such Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans hereunder shall constitute and Swing Loans, (2) the aggregate amount of Letter of Credit Liabilities and (3) the amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a representation and warranty that all violation of the conditions covenants set forth in Sections 5 §§9.3 and 9.4; provided, that, (with respect to Revolving Credit Loans made on X) the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of (after giving effect to all Lenders (including the amount of Competitive Advances) plus the amounts requested), Swing Loans and Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans Liabilities shall not at any time exceed the Total Commitment AmountRevolving Credit Commitment, and (Y) in all events no Default or Event of Default shall have occurred and be continuing. Between Each Revolving Credit Loan shall be made of the Effective Date same Currency and Type and made by the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all Revolving Credit Lenders pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. Each request for a Revolving Credit Loan hereunder shall constitute a representation and warranty by the terms Borrower that all of the conditions required of the Borrower set forth in §11 (and, in the case of any request for a Revolving Credit Loan hereunder on the Closing Date, §10) have been satisfied on the date of such request. The Agent may assume that the conditions in §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions of this Agreementhave not been satisfied. Subject No Revolving Credit Lender shall have any obligation to the provisions of Sections 2.3, 2.4 and 2.8, make Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances to the Borrower or (d) any combination thereofparticipate in Letter of Credit Liabilities in the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Revolving Credit Commitment Percentage of the Revolving Credit Commitments and the principal face amount of its Revolving Credit Note.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time from the Closing Date through the Revolving Termination Date as requested by the Borrowers in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of all outstanding Swingline Loans and the L/C Obligations, (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Commitment and (c) the Lenders shall not be required to make any Revolving Credit Loans to the Borrowers in connection with the redemption or purchase of certain shares of the common stock of ShoLodge as permitted under Section 10.8(b) unless the Borrowers shall have complied with the terms of Section 2.8(b). Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Termination Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7,2.6, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.92.8 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving CreditLender’s Commitment Percentage of the sum of (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all outstanding Revolving Credit Loans and Swing Loans, and (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment and the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans, Term Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment. or cause a violation of the covenant set forth in §9.1. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of the Xxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Borrower in the maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the sum of (A) the Unencumbered Pool Availability minus (B) the sum of (1) the amount of all Outstanding Revolving Credit Loans and Term Loans, and (2) the aggregate amount of all Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the sum of the Outstanding Revolving Credit Loans (after giving effect to all amounts requested) and the aggregate amount of all Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment, and the aggregate sum of the Outstanding Revolving Credit Loans (after giving effect to all amounts requested), Outstanding Term Loans and the aggregate amount of all Letter of Credit Liabilities shall not at any time exceed the Total Commitment or cause a violation of the covenants set forth in §9.1 or §9.2. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of the Xxxxxxxx xxx xxxxx xx §00 and §11, as applicable, have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11, as applicable, have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Borrower or participate in Letter of Credit Exposure plus Liabilities in the maximum aggregate principal outstanding balance of more than the principal face amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, its Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions hereofand relying upon the representations and warranties set forth in this Agreement, the Security Agreements and the other Loan Documents, each Lender Bank severally agrees (such agreement is sometimes referred to in this Agreement as the "Revolving Credit Commitment") to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “"Revolving Credit Loans”") to the Borrower at any time or from time to time between on or after the Effective Closing Date and to and including the Maturity Date, day immediately preceding the Expiration Date in an aggregate principal amount, together with such Lender’s share amount not exceeding at any one time outstanding during the periods specified below the amount set forth opposite its name below: Commitment Name of the Letter from Closing Bank % Share Date until Expiration Date Mellon 50% $20,000,000.00 CIBC 50% $20,000,000.00 ----------- ---- -------------- Total 100% $40,000,000.00 The aggregate face or stated amount of Letters of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time outstanding (exclusive less any draws under the Letters of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) which have been satisfied. At no time shall reimbursed by the aggregate outstanding principal amount Borrower), any unreimbursed draws on Letters of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure Credit, plus the aggregate principal amount of all Swing Revolving Credit Loans made by the Banks at any time outstanding shall not exceed at any time the Total Commitment Amountaggregate of the Revolving Credit Commitments. Between If without the Effective Date consent of the Agent the sum of all Revolving Credit Loans and the Maturity Dateface amount of the Letters of Credit outstanding at any time exceeds the Revolving Credit Commitment, the Borrower shall immediately repay to the Agent for the account of the Banks, in funds immediately available, the amount of such excess together with all accrued interest on the amount of such repayment. The Borrower may use the proceeds of the Revolving Credit Loans for (i) general working capital or general corporate purposes of the Borrower or the Eligible Subsidiaries, (ii) Qualified Acquisitions up to the aggregate amount of $5,000,000 in any fiscal year of Borrower and the Eligible Subsidiaries, and (iii) to relend proceeds to Eligible Subsidiaries as permitted by Section 6.04(b), subject to the terms and conditions contained herein. Any relending by the Borrower of proceeds of the Revolving Credit Loans to an Eligible Subsidiary shall not be in amounts which would cause any Eligible Subsidiary to not be able to make the representation set forth in Section 3.28 of this Agreement, after giving effect to the relending of any such proceeds. In no event shall the proceeds of the Revolving Credit Loans be used (x) for the purchase of coal inventory produced outside of the United States or (y), except as permitted in the immediately succeeding sentence, for any purposes other than to support the coal related businesses of the Borrower and the Eligible Subsidiaries. Notwithstanding anything to the contrary contained herein, the Borrower may borrow, prepay in whole or in part and reborrow under relend proceeds of the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be to (aA) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofPen Cotton for the general working capital and general corporate purposes of Pen Cotton only up to the aggregate amount of $1,100,000.

Revolving Credit Loans. Subject to the terms and conditions hereofof this Agreement, each Lender Bank severally agrees to make revolving credit loans in Dollars (each a “the "Revolving Credit Loan” andLoans"), as the context may require, collectively with and all Revolving Credit Loans of such Lender and shall be made by the Banks, on a pro-rata basis in accordance with the Revolving Credit Loans of all other Lenderstheir respective Commitment Proportions, the “Revolving Credit Loans”) to the Borrower from time to time, from and including the date hereof to but excluding the Revolving Credit Termination Date, up to but not exceeding at any one time between outstanding the Effective Date amount of its Commitment; provided, that no Revolving Credit Loan shall be made if after giving effect to such Revolving Credit Loan the Aggregate Outstandings at the time of such Revolving Credit Loan would exceed the lesser of (i) the Total Commitments or (ii) the Borrowing Base in effect on such date, provided further that Revolving Credit Loans made to the Company based upon the Cash Borrowing Base shall only be made to the extent that Revolving Credit Loans based upon the Real Estate Borrowing Base and the Maturity DateNon-Real Estate Borrowing Base have been fully utilized, in an aggregate principal amountand, together with such Lender’s share of provided further that Revolving Credit Loans made to the Letter of Company based upon cash and cash equivalents shall only be made to the extent that Revolving Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15based upon Eligible Marketable Securities have been fully utilized. The Revolving Credit Loans shall may be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by outstanding as Base Rate Loans or LIBOR Loans; provided, however, that during the occurrence and continuance of an Event of Default, the Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date may not elect and the Maturity DateBanks shall have no obligation to make LIBOR Loans. Subject to the foregoing limits, the Borrower may borrow, prepay in whole repay and reborrow, on or in part after the date hereof and reborrow under prior to the Commitments at any time and from time to timeRevolving Credit Termination Date, all in accordance with or a portion of the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Total Commitments as Revolving Credit Loans may be hereunder. Any amount of any Revolving Credit Loan not paid when due (aat maturity, on acceleration or otherwise) Prime Rate Loans, (bshall bear interest thereafter until paid at the rate set forth in Section 3.3(c) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereof.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of as requested or deemed requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata Borrower in accordance with the terms of Section 2.2, in amounts equal to such Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s 's Commitment Percentage. The acceptance by Borrower Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty Borrowing Base; provided, however, that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans to the Borrower; provided, however, that it is agreed that should the Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid pursuant to Section 2.3(c) may be reborrowed by the Effective Date and the Maturity DateBorrower, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this Section 2.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 5.8.

Revolving Credit Loans. Subject to and upon the terms and conditions hereofherein set forth, each Lender having a Revolving Credit Commitment severally agrees to make revolving credit a loan or loans (each such loan and any Incremental Revolving Credit Loans and any Extended Revolving Credit Loans, a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time Borrower, which Revolving Credit Loans (i) shall not exceed, for any such Lender, the Revolving Credit Commitment of such Lender, (ii) shall not, after giving effect thereto and to time between the Effective Date and application of the Maturity Dateproceeds thereof, result in an aggregate principal amount, together with such Lender’s share of the Letter of Revolving Credit Exposure and Swing Loans outstanding at such time exceeding such Xxxxxx’s Revolving Credit Commitment at such time, not (iii) shall not, after giving effect thereto and to exceed the application of the proceeds thereof, at any time (exclusive result in the aggregate amount of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The all Lenders’ Revolving Credit Loans Exposures exceeding the Total Revolving Credit Commitment then in effect, (iv) shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to timetime after the Closing Date and prior to the Revolving Credit Maturity Date, (v) may, at the option of the Borrower, be incurred and maintained as, and/or converted into, Index Rate Loans or LIBOR Revolving Credit Loans; provided, that all Revolving Credit Loans made by each of the Lenders pursuant to the same Borrowing shall, unless otherwise specifically provided herein, consist entirely of Revolving Credit Loans of the same Type, and (vi) may be repaid and reborrowed in accordance with the terms and conditions of this Agreementprovisions hereof. Subject to On the provisions of Sections 2.3Revolving Credit Maturity Date, 2.4 and 2.8, all outstanding Revolving Credit Loans may shall be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofrepaid in full.

Revolving Credit Loans. Subject to the terms and conditions hereofof this Agreement and the other Credit Documents, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Revolving Credit Borrowers as joint and several obligors from time to time between during the Effective Date and Availability Period for the Maturity DateRevolving Credit Facility, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans amount outstanding at such time, not to exceed such Revolving Credit Xxxxxx’s Revolving Credit Commitment Percentage multiplied by the Line Cap; provided, however, that after giving effect to any Revolving Borrowing, (a) the Total Revolving Credit Outstandings shall not at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of exceed the Revolving Credit Loans hereunder Dollar Cap, (b) the aggregate Revolving Credit Exposure of any Revolving Credit Lender shall constitute not exceed such Xxxxxx’s Revolving Credit Commitment and (c) the Total Revolving Credit Outstandings shall not exceed the Line Cap. Each Revolving Credit Loan extended by a representation and warranty that all Revolving Credit Lender shall be in a principal amount equal to such Revolving Lender’s Revolving Credit Commitment Percentage of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans requested on such occasion. Subject to the application and satisfaction of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this AgreementAgreement and of the other Credit Documents, the Borrowers may borrow, prepay, and reborrow the Revolving Credit Loans in whole or in part until the Revolving Credit Termination Date. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime consist of Adjusted Base Rate LoansBorrowings or a SOFR Borrowing at the Adjusted SOFR Rate, (b) LIBOR Loans, (c) Competitive Advances or (d) any a combination thereof, as the Borrowers may request in accordance with the terms hereof.

Revolving Credit Loans. Subject to the terms and conditions hereof, each Lender severally agrees to Bank will make revolving credit loans to Borrower (each a “the "Revolving Credit Loan” andLoans") in an aggregate amount not to exceed the lesser of (a) $20,000,000 (the "Revolving Loan Cap") or (b) (i) the lesser of (A) 50% of the cost or market value, whichever is lower, of Borrower's Eligible Inventory or (B) the then-applicable Inventory Cap plus (ii) 85% of the outstanding amount of Borrower's Eligible Accounts owed by Debtors with respect to which Borrower has credit insurance in amounts and in formats acceptable to Bank ("Insured Customers") plus (iii) 75% of the outstanding amount of Borrower's other Eligible Accounts plus (iv) 100% of the balance of the Cash Collateral Account (the amount calculated under (b) being sometimes referred to herein as the context may require, collectively with all "Borrowing Base" and the lesser of (a) and (b) being sometimes referred to herein as the "Maximum Revolving Loan Amount"). Should the outstanding amount of Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for exceed the purposes upper limits therefor set forth in Section 2.15the immediately preceding sentence, Borrower shall on demand immediately repay such excess amount. The Revolving Credit Loans shall be made pro rata evidenced by, and shall bear interest and be payable in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower with, an Amended and Restated Promissory Note (the "Revolving Credit Note") in substantially the form attached hereto as Exhibit A. If the average outstanding principal balance of the Revolving Credit Loans hereunder during any calendar quarter is less than the Revolving Loan Cap, Borrower shall constitute pay Bank a representation and warranty that all fee, in arrears on the first day after the end of such calendar quarter, equal to .25% per annum of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on amount of the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall difference between the aggregate average outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date during such quarter and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofLoan Cap.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender agrees, severally agrees but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between from the Effective Date and to but not including the Maturity Termination Date, as requested or deemed requested by the Borrower in an aggregate principal amountaccordance with the provisions of Section 2.2, together with in amounts equal to such Lender’s share Proportionate Share of the Letter of each Revolving Credit Exposure and Swing Loans outstanding at such timeLoan requested or deemed requested hereunder, not up to exceed an aggregate amount at any one time (exclusive of any Competitive Advances of such Lender at such time) outstanding equal to such Lender’s Commitment Amount for Percentage of the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower lesser of (i) the Revolving Credit Loans hereunder shall constitute Facility less the Reserves and (ii) the Borrowing Base; provided, however, that no Borrowing of a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time Loan shall the aggregate outstanding principal amount of exceed the Revolving Credit Loans of all Lenders (including Availability at the amount of Competitive Advances) plus the Letter of Credit Exposure plus time and the aggregate principal amount of all Swing outstanding Loans under the Revolving Credit Facility (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and intend to use the Borrowing Base as a maximum ceiling on Loans made to the Borrower under the Revolving Credit Facility; provided, however, that it is agreed that should the aggregate outstanding amount of such Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow The principal amount of any Loan made under the Commitments at any time and from time Revolving Credit Facility which is repaid may, subject to time, all in accordance with the terms and conditions of this Agreement, be reborrowed by the Borrower in accordance with the terms of this Section 2.1. Subject The Administrative Agent’s and each Lender’s books and records reflecting the date and the amount of each Loan made under the Revolving Credit Facility and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 4.8.

Revolving Credit Loans. Subject to Each Bank agrees, on the terms and conditions hereofhereinafter set forth, each Lender severally agrees to make revolving credit loans its Pro Rata Share of Loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenderscollectively, the “Revolving Credit Loans”) to the Borrower from time to time between during the period from the Effective Date and up to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, amount not to exceed at any time such Bank’s Commitment; provided, however, that (exclusive i) after giving effect to the making of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans Loan, the Aggregate Outstanding Credit Exposure, until the first calculation of the Borrowing Base, shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of not exceed the Revolving Credit Loans hereunder shall constitute a representation Commitment, and warranty that all from and after the first calculation of the conditions set forth in Sections 5 Borrowing Base shall not exceed the lesser of (with respect to A) the Revolving Credit Loans made Commitment, or (B) the Available Borrowing Base in effect on such date; and (ii) as to any Bank, the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall sum of its Pro Rata Share of the aggregate outstanding principal amount of the Revolving Credit Loans Loans, plus such Bank’s Pro Rata Share of the outstanding amount of all Lenders (including L/C Obligations, plus such Bank’s Pro Rata Share of the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal outstanding amount of all Swing Loans Line Loans, until the first calculation of the Borrowing Base, shall not exceed such Bank’s Commitment, and from and after the first calculation of the Borrowing Base, shall not exceed the Total lesser of (A) such Bank’s Commitment Amountor (B) such Bank’s Pro Rata Share of the Available Borrowing Base. Between Subject to the Effective Date other terms and the Maturity Dateconditions hereof, the Borrower amounts borrowed under this Section 2.1 may borrow, prepay in whole or in part be repaid and reborrow under the Commitments at any time and reborrowed from time to time, all . Each Revolving Credit Loan which shall not utilize the Revolving Credit Commitment in accordance with full shall be in an amount not less than One Million and No/100 Dollars ($1,000,000.00). Any request for a Revolving Credit Loan for a lesser amount shall be made as a Swing Line Loan. Pursuant to the terms and conditions of this Agreement. Subject to set forth herein, the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime outstanding as Base Rate Loans, (b) Loans or LIBOR Loans. Each type of Revolving Credit Loan shall be made and maintained by each Bank at its Lending Office for such type of Loan. The failure of any Bank to advance its Pro Rata Share of any requested Revolving Credit Loan to be made by it on the date specified for such Loan shall not relieve any other Bank of its obligation (if any) to make such Loan on such date, (c) Competitive Advances or (d) but no Bank shall be responsible for the failure of any combination thereofother Bank to make such Loans to be made by such other Bank.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth herein, each Lender severally agrees to make revolving credit loans (each such loan, a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between time, on any Business Day during the Effective Date and the Maturity DateAvailability Period, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, amount not to exceed at any time (exclusive outstanding the amount of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing and, in the case of any Revolving Credit Borrowing which the Borrower certifies is to be applied to the prepayment or repayment of Swing Line Loans and is so applied, the use of the proceeds thereof, (a) the Total Outstandings shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower not exceed the lesser of (i) the Borrowing Base and (ii) the Revolving Credit Loans hereunder shall constitute a representation Facility, and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Dateb) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Lenders (including L/C Obligations, plus such Lender’s Applicable Percentage of the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Commitment. Within the Total Commitment Amount. Between limits of each Lender’s Commitment, and subject to the Effective Date other terms and the Maturity Dateconditions hereof, the Borrower may borrowborrow under this Section 2.1, prepay in whole or in part under Section 2.5, and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this AgreementSection 2.1. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Base Rate Loans or Eurodollar Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofas further provided herein.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of as requested or deemed requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata Borrowers in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s 's Commitment Percentage. The acceptance by Borrower Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty Borrowing Base; PROVIDED, HOWEVER, that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not at any time exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans; PROVIDED, HOWEVER, that it is agreed that should Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid may be reborrowed by the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all Borrowers in accordance with the terms and conditions of this AgreementSECTION 2.1. Subject The Agent and each Lender are hereby authorized to record each repayment of principal of the Revolving Credit Loans in their books and records, such books and records constituting prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 5.4.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through the Revolving Termination Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of all outstanding Swingline Loans, Competitive Bid Loans and the L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Commitment less the sum of such Lender's Commitment Percentage of all outstanding Swingline Loans and such Lender's Commitment Percentage of the L/C Obligations. Each Revolving Credit Loan shall be advanced pro rata by the Lenders in accordance with the provisions hereof. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Termination Date.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans lend to the Borrowers and any Borrower may borrow, repay, and reborrow from time to time from the Closing Date until the Maturity Date upon notice by the applicable Borrower to the Administrative Agent given in accordance with §2.6, such sums denominated in Dollars as are requested by the applicable Borrowers up to a maximum aggregate amount outstanding (each a “after giving effect to all amounts requested) at any one time equal to such Revolving Credit Loan” and, as the context may require, collectively with all Lender's Commitment minus such Revolving Credit Loans Lender's Commitment Percentage of such Lender (i) the sum of the Maximum Drawing Amount and with all Unpaid Reimbursement Obligations plus (ii) the outstanding amount of Swing Line Loans, provided the sum of the outstanding amount of the Revolving Credit Loans (after giving effect to all amounts requested) plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations plus the outstanding amount of all other Lenders, Swing Line Loans shall not at any time exceed the “Revolving Credit Loans”lesser of (A) to the Borrower from Total Commitment at such time to time between and (B) the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding Borrowing Base at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s 's Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrowers that all of the conditions set forth above and in Sections 5 (with respect to §11 and §12, in the case of the initial Revolving Credit Loans to be made on the Effective Closing Date) , and 6 (with respect to §12, in the case of all other Revolving Credit Loans) , have been satisfiedsatisfied on the date of such request. At no time The Revolving Credit Loans advanced on the Closing Date shall the aggregate outstanding principal amount of be made by the Revolving Credit Loans of all Lenders (including as Base Rate Loans, subject to conversion after the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Closing Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof§2.7.

Revolving Credit Loans. (a) Subject to the terms and conditions (including without limitation Section 4.4) of this Agreement, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date to, but not including, the Revolving Credit Termination Date as requested by the Borrower in accordance with the terms of Section 4.1; provided, that (i) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of (A) all outstanding Swingline Loans and L/C Obligations and (B) the Blocked Portion as of such date and (ii) the principal amount of outstanding Revolving Credit Loans from any Revolving Credit Lender to the Borrower shall not at any time exceed such Revolving Credit Lender's Revolving Credit Commitment less such Revolving Credit Lender's Revolving Credit Commitment Percentage of L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Revolving Credit Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Termination Date.

Revolving Credit Loans. (A) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject , Lenders agree, for so long as no Default or Event of Default exists, to the provisions of Sections 2.3, 2.4 and 2.8, make Revolving Credit Loans to Borrowers from time to time, as requested by Borrowers in accordance with the terms of SECTION 2.3 hereof, up to a maximum principal amount at any time outstanding equal to the Borrowing Base at such time, as evidenced by the Revolving Credit Notes; PROVIDED, HOWEVER, that (i) no Lender shall be obligated to make Advances in excess of such Lender's Revolving Credit Percentage of the DIP Facility Limit and (ii) each Borrowing shall be made ratably by all Lenders in accordance with their respective Revolving Credit Percentages. It is expressly understood and agreed that Agent may use the Borrowing Base as a maximum ceiling on Revolving Credit Loans outstanding to Borrowers at any time. If the unpaid balance of the Revolving Credit Loans should for any reason exceed the Borrowing Base or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Obligations that are secured by the Collateral and entitled to all the benefits thereof. In no event shall Borrowers be authorized to request a Loan at any time that there exists a Default or an Event of Default. Notwithstanding the foregoing provisions of this SECTION 2.1(A), Borrowers and Lenders agree that at any time and at all times Agent shall have the right to establish and/or eliminate reserves in such amounts, and with respect to such matters, as Agent shall in its reasonable credit judgment deem necessary or appropriate, against the amount of Revolving Credit Loans which Borrowers may otherwise request under this SECTION 2.1(A), including, without limitation, with respect to (ai) Prime Rate Loansprice adjustments, damages, unearned discounts, returned products or other matters for which credit memoranda are issued in the ordinary course of Borrowers' business; (bii) LIBOR Loansshrinkage and obsolescence of Inventory; (iii) slow moving Inventory; (iv) other sums chargeable against Borrowers' Loan Account as Revolving Credit Loans under any section of this Agreement; (v) tax liabilities; and (vi) such other matters, (c) Competitive Advances events, conditions or (d) contingencies as to which Agent, in its reasonable credit judgment, determines reserves should be established from time to time hereunder. In addition to the foregoing, at any combination thereoftime, Lenders shall have the right to establish and/or eliminate reserves against the amount of Revolving Credit Loans for accrued and unpaid royalty payments based on the amount of such accrued and unpaid payments which is shown on Borrower's financial statements at such time; PROVIDED, HOWEVER, that no reserve shall be created for accrued and unpaid royalty payments pursuant to license agreements entered into by a Borrower with Disney or any affiliate of Disney. Upon the occurrence of a Default or Event of Default, no reserves shall be eliminated by Agent without the consent of the Lenders.

Revolving Credit Loans. Subject to the terms and conditions hereofof this Agreement (including, without limitation, Section 2.13), each Revolving Credit Loans Lender severally agrees to make one or more revolving credit loans (each a “Revolving Credit Loan” and, as to Kitty Hawk from time to time from and including the context may require, collectively with all Revolving Credit Loans of such Lender and with Closing Date to but excluding the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Maturity Date and the Maturity Date, in an aggregate principal amount, together with amount outstanding not to exceed the positive remainder of (i) the amount of such Lender’s share 's Revolving Credit Loans Commitment as then in effect, minus (ii) such Lender's Commitment Percentage of the Letter of Credit Exposure Liabilities then outstanding (such revolving credit loans referred to in this Section 2.1(a) now or hereafter made by Lenders to Kitty Hawk from and Swing Loans outstanding at such timeincluding and after the Closing Date are hereinafter collectively called the "Revolving Credit Loans"); provided, however, that the Outstanding Revolving Credit shall not to exceed at any time (exclusive exceed the Borrowing Base then most recently determined. Subject to the foregoing limitations and the other terms and conditions of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of this Agreement, Kitty Hawk may borrow, repay and reborrow the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect prior to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans Maturity Date. The Borrowing Base shall be determined in good faith by Agent as of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Closing Date and shall be redetermined in good faith by Agent monthly thereafter within five Business Days after the Maturity Datedelivery, or the required date of delivery, of the Borrowing Base Report to be delivered in accordance with Section 8.1(e), subject to Agent's right to redetermine the Borrowing Base in accordance with the immediately succeeding sentence; provided, however, that, until the earlier to occur of delivery of the initial Borrowing Base Report in accordance with Section 8.1(e) or January 19, 1998, the Borrower Borrowing Base shall be deemed to be 65% of Eligible Receivables (as determined in good faith by Agent) and the Borrowing Base thereafter shall be calculated based upon the applicable Advance Rate for Eligible Receivables and Eligible Parts. In addition, the Borrowing Base may borrow, prepay in whole or in part and reborrow under the Commitments be redetermined at any time and from time to time, all time by Agent in accordance with good faith upon the terms occurrence and conditions during the continuation of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofa Default.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, such sums denominated in an aggregate principal amount, together with such Lender’s share of U.S. dollars as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Unencumbered Asset Pool Availability; and provided, further that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Revolving Credit Commitment and the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Term Loans, Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment or cause a violation of the covenants set forth in §9.1. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of the Bxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Borrower in the maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of as requested or deemed requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata Borrowers in accordance with the terms of Section 2.2, in amounts equal to such Lender's Ratable Share of each Revolving Credit Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s Commitment Percentage. The acceptance by Borrower 's Ratable Share of the Revolving Credit Loans hereunder Borrowing Base; provided, however, that no Borrowing shall constitute a representation exceed Availability at the time and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Loans (after giving effect to the Revolving Credit Loans requested or deemed requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Loans made to the Borrowers; provided, however, that it is agreed that should the aggregate outstanding amount of such Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid may be reborrowed by the Effective Date and the Maturity DateBorrowers, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this Section 2.1. Subject The Administrative Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 4.5.

Revolving Credit Loans. Subject to (a) On the terms and subject to the conditions hereofcontained in this Agreement, each Lender severally agrees to make revolving credit loans in Dollars (each each, a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between on any Business Day during the Effective period from the Closing Date and until the Maturity Date, Revolving Credit Termination Date in an aggregate principal amountamount at any time outstanding for all such loans by such Lender not to exceed such Xxxxxx’s Revolving Credit Commitment; provided, together with however, that at no time shall any Lender be obligated to make a Revolving Credit Loan in excess of such Lender’s share Applicable Percentage of the Letter Line Cap. Within the limits of the Revolving Credit Exposure Commitment of each Lender, amounts of Loans repaid may be reborrowed under this Section 2.01. (b) Subject to the limitations set forth below (and Swing notwithstanding anything to the contrary in Section 4.02), the Administrative Agent is authorized by the Borrowers and the Lenders, from time to time in the Administrative Agent’s sole discretion (but shall have absolutely no obligation), to make Revolving Credit Loans outstanding at such timeto the Borrowers, not to exceed on behalf of all Lenders at any time (exclusive of that any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes condition precedent set forth in Section 2.154.02 has not been satisfied or waived, which the Administrative Agent, in its Permitted Discretion, deems necessary or desirable for the purposes specified in the definition of “Protective Advances”. The Any Protective Advance may be made in a principal amount that would cause the aggregate Revolving Credit Loans Exposure to exceed the Borrowing Base; provided that the aggregate amount of outstanding Protective Advances plus the aggregate of all other Revolving Credit Exposure shall not exceed the Aggregate Commitments. Protective Advances may be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of even if the conditions precedent set forth in Sections 5 (with respect Section 4.02 have not been satisfied or waived. Each Protective Advance shall be secured by the Liens in favor of the Collateral Agent in and to the Collateral and shall constitute Obligations hereunder. The Administrative Agent’s authorization to make Protective Advances may be revoked at any time by the Required Lenders. Any such revocation must be in writing and shall become effective prospectively upon the Administrative Agent’s receipt thereof. The making of a Protective Advance on any one occasion shall not obligate the Administrative Agent to make any Protective Advance on any other occasion. Protective Advances shall bear interest at the rate applicable from time to time to Revolving Credit Loans made on that are Base Rate Loans. At any time that the Effective Date) and 6 (with respect conditions precedent set forth in Section 4.02 have been satisfied or waived, the Administrative Agent may request the Lenders to all other make a Revolving Credit Loans) have been satisfiedLoan to repay a Protective Advance. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Dateany other time, the Borrower Administrative Agent may borrow, prepay require the Lenders to fund their risk participations described in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this AgreementSection 2.01(c). Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances Upon the making of a Protective Advance by the Administrative Agent (whether before or (d) after the occurrence of a Default), each Lender shall be deemed, without further action by any combination thereof.party hereto, unconditionally and irrevocably to have purchased from the Administrative Agent without recourse or warranty, an undivided interest and participation in such Protective Advance in proportion to its Applicable Percentage. From and after the date, if any, on which any Lender is required to fund its participation in any Protective Advance purchased hereunder, the Administrative Agent shall promptly distribute to such Lender, such Lender’s Applicable Percentage of all payments of principal and interest and all proceeds of Collateral received by the Administrative Agent in respect of such Protective Advance. 74

Revolving Credit Loans. Subject to From the terms and conditions hereofdate of this Agreement through the Drawdown Termination Date, each the Lender severally agrees to may make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between on any Business Day in such amounts as Borrower may request up to the Effective Date maximum amount hereinafter stated, and the Maturity DateBorrower may make borrowings, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure prepayments and Swing Loans outstanding at such time, not to exceed at any time reborrowings (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth as permitted or required in Sections 5 (with 2.07 and 2.08 hereof) in respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus thereof; provided, however, that the aggregate principal amount of all Swing Loans such revolving credit loans (also referred to herein as "Advances") at any one time outstanding shall not exceed the Total Commitment AmountBorrowing Base. Between To evidence the Effective Date and revolving credit loans made by the Maturity DateLender pursuant to this Section, the Borrower will issue, execute and deliver the Revolving Credit Note dated as of the date of this Agreement, payable on DEMAND, but if no demand is made, on the Drawdown Termination Date and secured by all of the Collateral (as defined in the Security Instruments). Thereafter, at the sole discretion of the Lender, the term of the Revolving Credit Note and the Drawdown Termination Date may borrowbe extended for a term of one (1) year. At the expiration of such term, prepay in whole or the event the Borrower has not given the Lender sixty (60) days' prior written notice of its intent to terminate the revolving credit loans pursuant to the Revolving Credit Note, then, at the sole discretion of the Lender, the revolving credit loans shall be renewed, and the Drawdown Termination Date extended, for a period of one (1) year; and at the end of such one (1) year extension, the revolving credit loans may be again extended, from year to year, in part and reborrow under the Commitments at any time and from time to time, all in accordance with same fashion. Each such extension shall be upon the same terms and conditions of this Agreement. Subject as set forth herein and in the Revolving Credit Note and the Security Instruments relating to the provisions of Sections 2.3same, 2.4 and 2.8, upon such further stipulations and conditions as the Lender may require. Interest on the Revolving Credit Loans may Note shall accrue and be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofpayable as provided in Section 2.02 hereof.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement and the other Loan Documents, and in reliance upon the representations and warranties set forth herein and therein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of all outstanding Swingline Loans and L/C Obligations, (b) the principal amount of outstanding Revolving Credit Loans from any Revolving Credit Lender to the Borrower shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Revolving Credit Commitment Percentage of outstanding L/C Obligations and outstanding Swingline Loans and (c) no more than $500,000,000 of Revolving Credit Loans, Letters of Credit and Swingline Loans may be outstanding on the SecondThird Amendment Effective Date. Each Revolving Credit Loan made by a Lender shall be in a principal amount equal to such Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth in this Agreement and the Post Closing Letter, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower Borrowers, and the Borrowers may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate upon notice by the Borrowers to the Agent given in accordance with §2.8, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrowers for the purposes set forth in Section 2.15§2.10 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender’s Revolving Credit Commitment and (ii) such Revolving Credit Lender’s Revolving Credit Commitment Percentage of (A) the Borrowing Base Availability minus (B) the amount of all outstanding Revolving Credit Exposure; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Exposure (after giving effect to all amounts requested) shall not at any time exceed the Total Commitment or cause a violation of the covenant set forth in §9.1. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrowers that all of the conditions required of Borrowers set forth in Sections 5 §10 and §11 have been satisfied on the date of such request (with respect or if such condition is required to have been satisfied only as of the initial Closing Date, that such condition was satisfied as of the Closing Date), or to the extent all of the conditions required of Borrowers set forth in §10 and §11 are not satisfied or deemed satisfied as of the date of such request, such shall not result in any Material Adverse Effect. The Agent may assume that the conditions in §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrowers in the Effective Date) and 6 (with respect to all other maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity DateNote or its Commitment, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofas applicable.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to such Lender’s Commitment; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letter of Credit Liabilities shall not at any time exceed the Total Commitment. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Borrower set forth in Sections 5 (with respect §§10 and 11, as applicable, have been satisfied on the date of such request. The Agent may assume that the conditions in §§10 and 11 have been satisfied unless it receives prior written notice from a Lender that such conditions have not been satisfied. No Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Borrower or participate in Letter of Credit Exposure plus Liabilities and Swing Loans in the maximum aggregate principal outstanding balance of more than the amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time equal to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofsuch Lender’s Commitment.

Revolving Credit Loans. Immediately prior to giving effect to this Agreement, as of the Second Restatement Effective Date, the outstanding principal balance of Revolving Credit Loans made under the Existing Loan Agreement was $0 (the "Outstanding Existing Revolving Loan Balance"). On the Second Restatement Effective Date and upon the effectiveness of this Agreement, the Outstanding Existing Revolving Loan Balance shall constitute Revolving Credit Loans hereunder owing to the Lenders for all purposes of this Agreement and the other Loan Documents. Subject to the terms and conditions hereofof, and in reliance upon the representations and warranties made in, this Agreement and the other Loan Documents, each Lender agrees, severally agrees and not jointly, for so long as no Default or Event of Default exists, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower Borrowers from time to time between during the period from the Second Restatement Effective Date to but not including the last day of the Term, as requested by Borrower Representative in the manner set forth in subsection 3.1.1 hereof, up to a maximum principal amount at any time outstanding equal to the lesser of (i) such Xxxxxx's Revolving Loan Commitment minus the product of such Xxxxxx's Revolving Loan Percentage and the Maturity DateLC Exposure, and (ii) the product of such Xxxxxx's Revolving Loan Percentage and an amount equal to (A) the Borrowing Base at such time minus (B) the LC Exposure (other than the Cash Collateralized LC Exposure) at such time minus (C) Reserves, if any. Agent shall have the right to establish reserves in an aggregate principal amountsuch amounts, together and with respect to such Lender’s share matters, as Agent may deem necessary from time to time in its Reasonable Credit Judgment based on facts or circumstances not existing on the Second Restatement Effective Date or existing on the Second Restatement Effective Date but not known to Agent on the Second Restatement Effective Date (such reserves, "Reserves"), including (it being understood that the following list may justify reserves but does not necessarily require them), with respect to (i) price adjustments, lower of cost or market adjustments based on LME Prices, damages, unearned discounts, returned products or other matters for which credit memoranda are issued in the ordinary course of any Borrower's business; (ii) sums properly chargeable against Borrowers' Loan Account as Revolving Credit Loans under any section of this Agreement; (iii) amounts owing by any Borrower to any Person (other than a Lender pursuant to the Loan Documents) to the extent secured by a Lien on any of the Letter of Credit Exposure and Swing Loans outstanding at such time, Collateral; (iv) amounts owing by any Borrower in connection with Product Obligations (not to exceed at any time the Aggregate Bank Product Reserve); (exclusive v) dividends declared by a Borrower or Guarantor but not yet paid (but only to the extent the amount of such dividends exceeds the amount of Borrowers' immediately available funds held in Dominion Accounts); and (vi) the Dilution Reserve. Notwithstanding anything herein to the contrary, reserves will not duplicate (i) eligibility criteria contained in the definitions of "Eligible Accounts" and "Eligible Inventory", and vice versa and (ii) reserves or criteria deducted in computing book value or the net amount of Eligible Accounts or Eligible Inventory. Any changes in Availability after the Second Restatement Effective Date by way of establishing new reserve categories, increasing the amount or calculation methodology of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for existing reserve or changing the purposes concentration percentages set forth in Section 2.15clause (xv) of the definition of Eligible Accounts will require five Business Days' prior written notice to Borrower Representative if, and only if, such change would reasonably be expected to cause Availability, as of the date of such change, to fall below the Covenant Trigger Amount and Agent shall consult with Borrower Representative prior to making any such change (but Borrower Representative's consent shall not be required). The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions repayable as set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 3.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow), from time to time between the Effective Closing Date and the Revolving Credit Maturity DateDate in Dollars or in any Alternative Currency requested by the Borrower upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15. The §2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Revolving Credit Loans shall be made pro rata in accordance with each Commitment and (ii) such Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower Percentage of the maximum amount which, when added to the sum of (1) the amount of all Outstanding Revolving Credit Loans, Term Loans hereunder shall constitute and Swing Loans, (2) the aggregate amount of Letter of Credit Liabilities and (3) the amount of all other Unsecured Indebtedness of REIT and its Subsidiaries, would not cause a representation and warranty that all violation of the conditions covenants set forth in Sections 5 §§9.3 and 9.4; provided, that, (with respect to Revolving Credit Loans made on U) the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of (after giving effect to all Lenders (including the amount of Competitive Advances) plus the amounts requested), Swing Loans and Letter of Credit Exposure plus Liabilities shall not at any time exceed the aggregate Total Revolving Credit Commitment, (V) in all events no Default or Event of Default shall have occurred and be continuing, (W) the Dollar Equivalent of the outstanding principal amount of all Swing Revolving Credit Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay denominated in whole or in part and reborrow under the Commitments Alternative Currencies shall not at any time exceed the Non-U.S. Dollar Sublimit, (X) the Dollar Equivalent of the outstanding principal amount of all Revolving Credit Loans denominated in Swiss Francs shall not at any time exceed $1,240,000,000.00 (the “Swiss Francs Sublimit”), (Y) the Dollar Equivalent of the outstanding principal amount of all Revolving Credit Loans denominated in Norwegian Krone shall not at any time exceed $825,000,000.00 (the “Norwegian Krone Sublimit”), and from (Z) the Dollar Equivalent of the outstanding principal amount of all Revolving Credit Loans denominated in Swedish Krona shall not at any time to time, all exceed $825,000,000.00 (the “Swedish Krona Sublimit”). Each Revolving Credit Loan shall be made of the same Currency and Type and made by the Revolving Credit Lenders pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. Each request for a Revolving Credit Loan hereunder shall constitute a representation and warranty by the terms Borrower that all of the conditions required of the Borrower set forth in §11 (and, in the case of any request for a Revolving Credit Loan hereunder on the Closing Date, §10) have been satisfied on the date of such request. The Agent may assume that the conditions in §10 and §11 have been satisfied unless it receives prior written notice from a Revolving Credit Lender that such conditions of this Agreementhave not been satisfied. Subject No Revolving Credit Lender shall have any obligation to the provisions of Sections 2.3, 2.4 and 2.8, make Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances to the Borrower or (d) any combination thereofparticipate in Letter of Credit Liabilities in the maximum aggregate principal outstanding balance of more than the lesser of the amount equal to its Revolving Credit Commitment Percentage of the Revolving Credit Commitments and the principal face amount of its Revolving Credit Note.

Revolving Credit Loans. Subject to the terms and ---------------------- conditions of this Agreement, each Lender severally agrees to make Revolving Credit Loans to the Borrowers on a joint and several basis from time to time from the Closing Date through the Revolving Credit Maturity Date as requested by the Company, on behalf of the Borrowers, in accordance with the terms of Section 2.3; provided, that (a) the aggregate -------- principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less ---- the sum of all outstanding Swingline Loans and L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Revolving Credit Commitment less such Lender's Revolving Credit Commitment Percentage of the sum of all ---- outstanding Swingline Loans and L/C Obligations. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Maturity DateDate upon notice by the Borrower to the Agent given in accordance with Section 2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.152.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Revolving Credit Lender's Revolving Credit Commitment and (ii) such Revolving Credit Lender's Revolving Credit Commitment Percentage of the sum of (A) the Borrowing Base minus (B) the sum of (1) the amount of all Outstanding Term Loans and (2) the aggregate Letters of Credit Outstanding; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swing Loans and Letters of Credit Outstanding shall not at any time exceed the total Revolving Credit Commitment or cause a violation of the covenant set forth in Section 9.1. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s 's Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth in Sections 5 (with respect Section 10 and Section 11 have been satisfied on the date of such request. No Revolving Credit Lender shall have any obligation to make Revolving Credit Loans made on to Borrower in the Effective Date) and 6 (with respect to all other maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; PROVIDED, that (a) the sum of the aggregate amount of all outstanding Revolving Credit Loans (after giving effect to the amount requested and the use of the proceeds thereof to repay Extensions of Credit hereunder), Swingline Loans and L/C Obligations from any Lender to the Borrower shall at no time exceed such Lender's Revolving Credit Commitment and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrower shall not at any time exceed such Lender's Revolving Credit Commitment LESS such Lender's Revolving Credit Commitment Percentage of outstanding Swingline Loans LESS such Lender's Revolving Credit Commitment Percentage of all outstanding L/C Obligations. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrower in Dollars from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the Borrower in accordance with the terms of Section 2.3; provided, that (a) on the Closing Date, the aggregate Revolving Credit Outstandings (excluding undrawn Letters of Credit) shall not exceed $20,000,000, (b) after the Closing Date, the Revolving Credit Outstandings shall not exceed the Revolving Credit Commitment of all Revolving Credit Lenders and (c) the Revolving Credit Exposure of any Revolving Credit Lender shall not at any time exceed such Revolving Credit Lender’s Revolving Credit Commitment. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Maturity Date.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” andLoans to the Borrowers from time to time from the Effective Date to but not including the Termination Date, as requested or deemed requested by the context may requireBorrowers in accordance with the terms of Section 2A.2, collectively with in amounts equal to such Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender's Commitment Percentage of the Borrowing Base; provided, however, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Borrowing Base, and (b) the aggregate principal amount of all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) (after giving effect to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advancesrequested) plus the Letter of Credit Exposure Reserve plus the aggregate principal amount of all Swing outstanding Capital Expenditure Loans shall not exceed $100,000,000. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans to the Borrowers; provided, however, that it is agreed that should the Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid pursuant to Section 2A.3(c) may be reborrowed by the Effective Date and the Maturity DateBorrowers, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this Section 2A.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSection 4.8.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Revolving Credit Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Agreement Effective Date and the Revolving Credit Maturity DateDate upon notice by the Borrower to the Administrative Agent given in accordance with Section 2.5, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.157.2 up to a maximum aggregate principal amount Outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Revolving Credit Commitment and (ii) such Lender’s Revolving Credit Commitment Percentage of an amount equal to (A) the Borrowing Base Availability minus (B) the sum of (1) the amount of all Outstanding Swingline Loans and Term Loans plus (2) the aggregate amount of Letter of Credit Liabilities; provided, that, in all events no Default or Event of Default shall have occurred and be continuing; and provided, further, that the Outstanding principal amount of the Revolving Credit Loans (after giving effect to all amounts requested), Swingline Loans and Letter of Credit Liabilities shall not at any time exceed the Aggregate Revolving Credit Commitment and the Outstanding principal amount of the Loans (after giving effect to all amounts requested), Swingline Loans and Letter of Credit Liabilities shall not at any time exceed the Aggregate Commitment. The Revolving Credit Loans shall be made pro rata in accordance with each Revolving Credit Lender’s Revolving Credit Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions required of the Borrower set forth in Sections 5 Section 5.1 (with respect to Revolving Credit Loans made on the Effective Dateinitial Advance hereunder) and 6 Section 5.2 (with respect to all other Revolving Credit Loanseach Advance hereunder) have been satisfiedsatisfied on the date of such request. At no time The Administrative Agent may assume that the conditions in Section 5.1 (with respect to the initial Advance hereunder) and Section 5.2 (with respect to each Advance hereunder) have been satisfied or waived unless it receives prior written notice from a Revolving Credit Lender that such conditions have not been satisfied or waived. No Revolving Credit Lender shall have any obligation to make any Revolving Credit Loan to the aggregate outstanding principal amount Borrower to the extent that such Revolving Credit Loan would cause the sum of the (1) such Revolving Credit Lender's Revolving Credit Commitment Percentage of all Outstanding Swingline Loans plus (2) such Revolving Credit Lender's Revolving Credit Commitment Percentage of all Outstanding Letter of Credit Liabilities and (3) such Revolving Credit Lender's Outstanding Revolving Credit Loans of all Lenders (including to exceed the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, such Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofLender's Revolving Credit Commitment.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the US Borrower in Dollars from time to time from the Closing Date through, but not including, the Revolving Credit Maturity Date as requested by the US Borrower in accordance with the terms of Section 2.4; provided that, based upon the Dollar Amount of all outstanding Loans and L/C Obligations, (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested and any prepayments) shall not exceed the Aggregate Commitment less the sum of all outstanding Alternative Currency Loans, Swingline Loans and L/C Obligations and (b) the aggregate principal amount of all outstanding Revolving Credit Loans from any Lender to the US Borrower shall not at any time exceed such Lender's Commitment less such Lender's Commitment Percentage of the aggregate principal amount of all outstanding Alternative Currency Loans, Swingline Loans and L/C Obligations. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe US Borrower may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender agrees, severally agrees but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) in Dollars to the Borrower U.S. Borrowers from time to time between from the Effective Date and to the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at as requested by any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata U.S. Borrower in accordance with the terms of SECTION 2A.2, in amounts equal to such Lender's Commitment Percentage of each such Loan requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s 's Commitment Percentage. The acceptance by Borrower Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty Borrowing Base; PROVIDED, HOWEVER, that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans; PROVIDED, HOWEVER, that it is agreed that should Revolving Credit Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between The principal amount of any Revolving Credit Loan which is repaid or prepaid may be reborrowed by the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all U.S. Borrowers in accordance with the terms and conditions of this AgreementSECTION 2A.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Revolving Credit Loan and each repayment of principal thereof shall constitute prima facie evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 3.5.

Revolving Credit Loans. (a) Subject to the terms and conditions (including without limitation Section 4.4) of this Agreement, and in reliance upon the representations and warranties set forth herein, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrower from time to time from the Closing Date to, but not including, the Revolving Credit Termination Date as requested by the Borrower in accordance with the terms of Section 4.1; provided, that (i) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Revolving Credit Commitment less the sum of (A) all outstanding Swingline Loans and Revolver L/C Obligations and (B) the Blocked Portion as of such date and (ii) the principal amount of outstanding Revolving Credit Loans from any Revolving Credit Lender to the Borrower shall not at any time exceed such Revolving Credit Lender's Revolving Credit Commitment less such Revolving Credit Lender's Revolving Credit Commitment Percentage of Revolver L/C Obligations and outstanding Swingline Loans. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Revolving Credit Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part repay and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofhereunder until the Revolving Credit Termination Date.

Revolving Credit Loans. Subject to the terms and conditions ---------------------- of this Agreement, each Revolving Credit Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time from the Closing Date through the Revolving Credit Termination Date as requested by the Borrowers in accordance with the terms of Section 2.3; provided, that (a) the aggregate -------- principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the lesser of (i) the Borrowing Base less the sum of all L/C Obligations, all outstanding Swingline Loans and all ---- outstanding Term Loans and (ii) the Revolving Credit Commitment less the sum of ---- all L/C Obligations and all outstanding Swingline Loans and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Revolving Credit Commitment less such ---- Lender's Revolving Credit Commitment Percentage of the sum of all outstanding L/C Obligations and all outstanding Swingline Loans. Each Revolving Credit Loan by a Revolving Credit Lender shall be in a principal amount equal to such Lender's Revolving Credit Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Termination Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions hereofset forth herein, each Revolving Credit Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the applicable Borrower from time to time between time, on any Business Day during the Effective Date and the Maturity DateAvailability Period, in Applicable Currencies in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, Dollar Equivalent amount not to exceed at any time (exclusive of any Competitive Advances outstanding the amount of such Lender at such time) such Revolving Credit Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans Commitment Amount; provided that after giving effect to any Borrowing, (i) the Total Outstandings shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of not exceed the Aggregate Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 Commitments, (with respect to Revolving Credit Loans made on the Effective Dateii) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount Outstanding Amount of the Revolving Credit Loans of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all Lenders (including L/C Obligations shall not exceed the amount of Competitive Advancessuch Revolving Credit Lender’s Revolving Credit Commitment and (iii) plus the Letter after giving effect to any Borrowing of Credit Exposure plus Offshore Currency Loans, the aggregate principal Dollar Equivalent amount of all Swing outstanding Offshore Currency Loans shall not exceed the Total Commitment AmountOffshore Currency Loan Sublimit. Between Within the Effective Date limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the Maturity Dateother terms and conditions hereof, the Borrower Borrowers may borrowborrow under this Section 2.01, prepay in whole or in part under Section 2.06 and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this AgreementSection 2.01. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Base Rate Loans or LIBOR Rate Loans, as further provided herein. (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.)

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Revolving Credit Loans in a Permitted Currency to the applicable Borrower or Borrowers from time to time from the Closing Date through the Revolving Credit Termination Date as requested by such Borrower or Borrowers in accordance with the terms of Sections 2.1 and 2.3; provided, that, based upon the Dollar Amount of all Extensions of Credit, (a) the maximum amount of Revolving Credit Loans available to each Borrower or Borrowers at any time hereunder shall not exceed the Sublimit applicable to such Borrower or Borrowers, (b) the aggregate outstanding principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of the aggregate outstanding principal amount of all outstanding Swingline Loans and the L/C Obligations and (c) the aggregate outstanding principal amount of Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Commitment. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the aggregate outstanding principal amount of Revolving Credit Loans requested on such occasion. Revolving Credit Loans to be made in an Alternative Currency shall be funded in an amount equal to the Alternative Currency Amount of such Loan. Revolving Credit Loans to the Domestic Borrowers shall be denominated in Dollars, Revolving Credit Loans to the U.K. Borrowers shall be denominated in Sterling, Revolving Credit Loans to the Canadian Borrowers shall be denominated in Canadian Dollars and Revolving Credit Loans to the German Borrowers shall be denominated in Deutschemarks. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of until the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Termination Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. (1 Subject to the terms and conditions hereof, each Lender Bank agrees, severally agrees and not jointly with the other Banks, to make revolving credit loans (each collectively called the "REVOLVING CREDIT LOANS" and individually a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”"REVOLVING CREDIT LOAN") to the Borrower from time to time between during the Effective Date period commencing the date hereof and ending three (3) years from the Maturity Datedate hereof, or on any earlier date as provided in Sections 2.7(b) and 10.1 hereof (the "REVOLVER TERMINATION DATE"), in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, amounts not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for outstanding in the purposes aggregate the amount set forth in Section 2.15opposite the name of each such Bank on Exhibit A hereto under the caption "Revolving Loan Commitment" (each such amount being hereinafter called such Bank's "REVOLVING LOAN COMMITMENT" and collectively, the Banks' "AGGREGATE REVOLVING LOAN COMMITMENT"). The Revolving Credit All Loans shall be made by the Banks simultaneously and pro rata in accordance with each Lender’s Commitment Percentagethe --- ---- Revolving Loan Commitments. The acceptance by Borrower failure of any one or more of the Banks to make Revolving Credit Loans hereunder in accordance with its or their obligations shall constitute a representation and warranty that all not relieve the other Banks of the conditions set forth their several obligations under this subsection, but in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time event shall the aggregate amount at any one time outstanding principal amount which any Bank shall be required to lend under this Section 2.1(a), when added to such Bank's Commitment Percentage of the Revolving Letter of Credit Loans of all Lenders (including Outstandings at such time, exceed the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total such Bank's Revolving Loan Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to that time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions hereofhereof and provided that there exists no Default or Event of Default, each Lender severally agrees to make revolving credit one or more loans (each a “"Revolving Credit Loan” and, as " and collectively the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “"Revolving Credit Loans”) "), as requested by Borrower in accordance with the provisions of Section 2.3 hereof, to the Borrower from time to time between on and after the Effective date hereof and up to, but not including, the Termination Date and the Maturity Date, in an aggregate principal amountamount (i) which, together with such Lender’s share of the when added to all outstanding Letter of Credit Exposure Obligations, will not exceed the Aggregate Revolving Credit Commitment, and Swing Loans (ii) which, when added to the sum of the then outstanding at principal balance of the Term Loan plus all then outstanding Letter of Credit ---- Obligations, will not exceed Borrowing Availability as in effect as such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans made by each of the Lenders shall be made pro rata evidenced by a promissory note, substantially in accordance with the form of Exhibit A attached hereto, payable --------- to each Lender in the principal face amount of such Lender’s Commitment Percentage. The acceptance by Borrower of the 's Revolving Credit Loans hereunder shall constitute a representation Commitment (together with any and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) amendments, modifications and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date supplements thereto, and the Maturity Dateany renewals, the Borrower may borrowreplacements or extensions thereof, prepay in whole or in part and reborrow under part, the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement"Revolving Credit Notes"). Subject Prior to the provisions of Sections 2.3, 2.4 and 2.8Termination Date, Revolving Credit Loans may be (a) Prime Rate Loansborrowed, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofrepaid and reborrowed in accordance with the terms hereof. All Revolving Credit Loans shall become due and payable in full on the Termination Date.

Revolving Credit Loans. Subject to Upon the terms and subject to the conditions hereofof, and in reliance upon the representations and warranties made under, this Agreement, each Lender severally agrees agrees, severally, but not jointly, to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between from the Effective Date and to but not including the Maturity Termination Date, in an aggregate principal amount, together with such Lender’s share of as requested or deemed requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata Borrower in accordance with the terms of SECTION 2.2, in amounts equal to such Lender's Commitment Percentage of each Borrowing requested or deemed requested hereunder up to an aggregate amount at any one time outstanding equal to such Lender’s 's Commitment Percentage. The acceptance by Borrower Percentage of the Revolving Credit Loans hereunder shall constitute a representation and warranty Borrowing Base; PROVIDED, HOWEVER, that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing outstanding Revolving Credit Loans (after giving effect to the Loans requested) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans made to the Borrower; PROVIDED, HOWEVER, that it is agreed that should the aggregate outstanding amount of such Loans exceed the Total Commitment Amountceiling so determined or any other limitation set forth in this Agreement, such Loans shall nevertheless constitute Secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow The principal amount of any Loan made under the Commitments at any time and from time Revolving Credit Facility which is repaid may be reborrowed by the Borrower, subject to time, all in accordance with the terms and conditions of this Agreement, in accordance with the terms of this SECTION 2.1. Subject The Agent's and each Lender's books and records reflecting the date and the amount of each Loan made under the Revolving Credit Facility and each repayment of principal thereof shall constitute PRIMA FACIE evidence of the accuracy of the information contained therein, subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofSECTION 5.8.

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender Bank severally agrees (i) on the Effective Date to renew, modify and extend the revolving credit loans made by it to the Borrower pursuant to the Existing Loan Agreement and to convert such loans to principal outstanding under a revolving loan hereunder, and (ii) on any Business Day from and after the Effective Date, but prior to January 31, 2002 (the "Conversion Date"), to make revolving credit loans pursuant to its Revolving Credit Commitment to the Borrower (each such loan renewed, modified and extended and each such loan made on or after the Effective Date, a “"Revolving Credit Loan” and"); provided, as the context may requirehowever, collectively with all that each Bank's Revolving Credit Loans and Pro Rata Share of Letter of Credit Usage shall not exceed at any one time the amount set forth opposite such Lender and with Bank's name on Schedule 2.01 under the caption "Revolving Credit Loans of all other Lenders, Commitment" (as the “Revolving Credit Loans”) same may be reduced pursuant to the Borrower Section 2.06 or otherwise from time to time between modified pursuant to Section 10.01, its "Revolving Credit Commitment," and collectively for all Banks, the Effective Date "Revolving Credit Commitments"); and the Maturity Dateprovided, in an aggregate principal amountfurther, together with such Lender’s share of the that at no time shall additional Revolving Credit Loans be made or Letter of Credit Exposure and Swing Loans outstanding at Actions be taken if, after giving effect to such timeproposed Extensions of Credit, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the and Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans Usage would exceed the Total Commitment AmountBorrowing Base. Between On the Effective Date and the Maturity Conversion Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may Commitments of the Banks will no longer be (a) Prime Rate Loansrevolving in nature, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.the

Revolving Credit Loans. (a) Subject to the terms and conditions hereofset forth in this Agreement, each Lender of the Lenders severally agrees to make revolving credit loans (each a “Revolving Credit Loan” and, as the context may require, collectively with all Revolving Credit Loans of such Lender and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) lend to the Borrower, and the Borrower may borrow (and repay and reborrow) from time to time between the Effective Closing Date and the Maturity DateDate upon notice by the Borrower to the Agent given in accordance with §2.7, in an aggregate principal amount, together with such Lender’s share of sums as are requested by the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount Borrower for the purposes set forth in Section 2.15§2.9 up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to the lesser of (i) such Lender’s Commitment and (ii) such Lender’s Commitment Percentage of the Borrowing Base Availability; provided, that, in all events no Default or Event of Default shall have occurred and be continuing or would arise as a result thereof; and provided, further, that the outstanding principal amount of the Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities (after giving effect to all amounts requested), shall not at any time exceed the Total Commitment or cause a violation of the covenants set forth in §9.1, §9.2 or §9.3. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the Each request for a Revolving Credit Loans Loan hereunder shall constitute a representation and warranty by the Borrower that all of the conditions set forth required of Bxxxxxxx xxx xxxxx xx §00 and §11 have been satisfied on the date of such request. The Agent may assume that the conditions in Sections 5 (with respect §10 and §11 have been satisfied unless it receives prior written notice from a Lender that such conditions have not been satisfied. No Lender shall have any obligation to make Revolving Credit Loans made on to the Effective Date) and 6 (with respect to all other Borrower in the maximum aggregate principal outstanding balance of more than the principal face amount of its Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereofNote.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, and in reliance upon the representations and warranties set forth herein, each Lender severally agrees to make Revolving Credit Loans to the Borrowers from time to time after the Closing Date to, but not including, five (5) Business Days prior to the Maturity Date as requested by the Borrowers in accordance with the terms of Section 2.3; provided, that (a) the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed (i) the lesser of (x) the Revolving Credit Commitment and (y) the Borrowing Base Amount less (ii) the sum of the then outstanding Pre-Petition Obligations (after giving effect to the use of proceeds in connection with the repayment thereof) plus all outstanding L/C Obligations and (b) the principal amount of outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender’s Revolving Credit Commitment less such Lender’s Commitment Percentage of the sum of (i) the then outstanding Pre-Petition Obligations (after giving effect to the use of proceeds in connection with the repayment thereof), plus, (ii) outstanding L/C Obligations. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender’s Commitment Percentage of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may, as the context may requirejointly and severally, collectively with all Revolving Credit Loans of such Lender borrow, repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of the conditions set forth in Sections 5 until five (with respect 5) Business Days prior to Revolving Credit Loans made on the Effective Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.

Revolving Credit Loans. Subject to the terms and conditions of this Agreement, each Lender severally agrees to make Revolving Credit Loans in a Permitted Currency (other than Finnish Marks, Loans with respect to which shall only be made by the Finnish Mark Lenders in accordance xxxh the terms of Section 2.2) to the applicable Borrower or Borrowers from time to time from the Closing Date through the Credit Facility Termination Date as requested by the applicable Borrower or Borrowers in accordance with the terms of Section 2.4; provided, that, based upon the Dollar Amount of all outstanding Loans, (a) the Dollar Amount of the aggregate principal amount of all outstanding Revolving Credit Loans (after giving effect to any amount requested) shall not exceed the Aggregate Commitment less the sum of the Dollar Amount of the aggregate principal amount of all outstanding Finnish Mark Loans less the sum of xxx Dollar Amount of the aggregate principal amount of all outstanding Swingline Loans, (b) the sum of (i) the Dollar Amount of the aggregate principal amount of all outstanding Revolving Credit Loans made in Alternative Currencies (other than Finnish Marks) and (ii) the Dollar Amount of the aggregate principal amount of all outstanding Finnish Mark Loans shall not exceed xxx Alternative Currency Commitment and (c) the Dollar Amount of the aggregate principal amount of all outstanding Revolving Credit Loans from any Lender to the Borrowers shall not at any time exceed such Lender's Commitment. Each Revolving Credit Loan by a Lender shall be in a principal amount equal to such Lender's Commitment Percentage of the Dollar Amount of the aggregate principal amount of Revolving Credit Loans requested on such occasion. Revolving Credit Loans to be made in an Alternative Currency (other than Finnish Marks) shall be funded in an amount equal to the Alternative Currency Amount of such Revolving Credit Loan. Revolving Credit Loans to BREED may be denominated in Dollars or in the applicable Alternative Currency (other than Finnish Marks) as set forth on Schedule 2.1 and Revolving Credit Loans to each other A/C Borrower shall be denominated in the applicable Alternative Currency (other than Finnish Marks) as set forth on Schedule 2.1. Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (each a “Revolving Credit Loan” andthe Borrowers may borrow, as the context may require, collectively with all Revolving Credit Loans of such Lender repay and with the Revolving Credit Loans of all other Lenders, the “Revolving Credit Loans”) to the Borrower from time to time between the Effective Date and the Maturity Date, in an aggregate principal amount, together with such Lender’s share of the Letter of Credit Exposure and Swing Loans outstanding at such time, not to exceed at any time (exclusive of any Competitive Advances of such Lender at such time) such Lender’s Commitment Amount for the purposes set forth in Section 2.15. The Revolving Credit Loans shall be made pro rata in accordance with each Lender’s Commitment Percentage. The acceptance by Borrower of the reborrow Revolving Credit Loans hereunder shall constitute a representation and warranty that all of until the conditions set forth in Sections 5 (with respect to Revolving Credit Loans made on the Effective Facility Termination Date) and 6 (with respect to all other Revolving Credit Loans) have been satisfied. At no time shall the aggregate outstanding principal amount of the Revolving Credit Loans of all Lenders (including the amount of Competitive Advances) plus the Letter of Credit Exposure plus the aggregate principal amount of all Swing Loans exceed the Total Commitment Amount. Between the Effective Date and the Maturity Date, the Borrower may borrow, prepay in whole or in part and reborrow under the Commitments at any time and from time to time, all in accordance with the terms and conditions of this Agreement. Subject to the provisions of Sections 2.3, 2.4 and 2.8, Revolving Credit Loans may be (a) Prime Rate Loans, (b) LIBOR Loans, (c) Competitive Advances or (d) any combination thereof.