Common use of Swing Loan Facility Clause in Contracts

Swing Loan Facility. On the terms and subject to the conditions set forth herein, each of the Swing Line Lenders severally agrees that it shall, from time to time to but not including the Maturity Date, advance its respective Swing Line Percentage Share of loans (the "Swing Loans" or a "Swing Loan") to the Company in amounts such that the aggregate amount of Swing Loans outstanding does not exceed at any date the lesser of: (1) The Aggregate Swing Line Commitment; and (2) The Aggregate Credit Limit minus the aggregate dollar amount of Primary Loans outstanding on such date (including Primary Loans to be funded on such date and excluding Primary Loans to be repaid on such date). At the request of any Swing Line Lender, made through the Lead Administrative Agent at any time and from time to time, including, without limitation, following the occurrence of an Event of Default, each Lender (including each of the Swing Line Lenders) absolutely and unconditionally agrees to refund Swing Loans held by the Swing Line Lenders by advancing its Primary Percentage Share thereof to the Lead Administrative Agent for disbursement to the Swing Line Lenders pro rata, in accordance with their respective Swing Line Percentage Shares. Such fundings shall be made no later than 12:00 noon (Los Angeles time) on the date request therefor is made if such request is made on or before 11:00 a.m. (Los Angeles time) on such date, and no later than 12:00 noon (Los Angeles time) on the next succeeding Business Day if request therefor is made after 11:00 a.m. (Los Angeles time). Advances made by the Lenders hereunder for the purpose of refunding Swing Loans shall, for all purposes of the Credit Documents: (i) constitute Primary Loans to the extent of such Lender's Primary Percentage Share thereof, and (ii) be advanced as Alternate Base Rate Loans. In the event, for whatever reason, the Lenders are not able to advance their respective Primary Percentage Shares for the purpose of refunding Swing Loans as required hereunder, then each of the Lenders (including each of the Swing Line Lenders) absolutely and unconditionally agrees to purchase and take from the Swing Line Lenders on demand an undivided participation interest in Swing Loans outstanding in an amount equal to their respective Primary Percentage Shares of such Swing Loans. Notwithstanding anything contained herein, in no event shall any Lender be required to advance its Primary Percentage Share of any Swing Loan or to purchase any undivided participation interest in any Swing Loan: a. unless such Swing Loan was initially made in accordance with the requirements of this Agreement (as such requirements may be amended or waived from time to time as permitted hereunder) or b. if upon such advance or purchase the aggregate dollar amount of Primary Loans and Swing Loans held by such Lender would exceed such Lender's Maximum Commitment.

Swing Loan Facility. On the terms and subject to the conditions set forth herein, each of the Swing Line Lenders severally agrees that it shall, from time to time to but not including the Revolving Facility Maturity Date, advance its respective Swing Line Percentage Share of loans (the "“Swing Loans" ” or a "“Swing Loan"”) to the Company in amounts such that the aggregate amount of Swing Loans outstanding does not exceed at any date the lesser of: (1) The Aggregate Swing Line Commitment; and (2) The Aggregate Credit Limit minus the sum of: (i) the aggregate dollar amount of Primary Loans outstanding on such date date, plus (including ii) the aggregate dollar amount of Within Commitment Negotiated Loans outstanding on such date. In calculating the availability of Swing Loans on any date, Loans outstanding, including, without limitation, Primary Loans and Within Commitment Negotiated Loans, shall include all Loans to be funded on such date and excluding Primary shall exclude Loans to which will be repaid on such date). At the request of any Swing Line Lender, made through the Lead Administrative Agent at any time and from time to time, including, without limitation, following the occurrence of an Event of Default, each Lender (including each of the Swing Line Lenders) absolutely and unconditionally agrees to refund Swing Loans held by the Swing Line Lenders by advancing its Primary Percentage Share thereof to the Lead Administrative Agent for disbursement to the Swing Line Lenders pro rata, in accordance with their respective Swing Line Percentage Shares. Such fundings shall be made no later than 12:00 noon (Los Angeles time) on the date request therefor is made if such request is made on or before 11:00 a.m. (Los Angeles time) on such date, and no later than 12:00 noon (Los Angeles time) on the next succeeding Business Day if request therefor is made after 11:00 a.m. (Los Angeles time). Advances made by the Lenders hereunder for the purpose of refunding Swing Loans shall, for all purposes of the Credit Documents: (i) constitute Primary Loans to the extent of such Lender's ’s Primary Percentage Share thereof, and (ii) be advanced as Alternate Base Federal Funds Rate Loans. In the event, for whatever reason, the Lenders are not able to advance their respective Primary Percentage Shares for the purpose of refunding Swing Loans as required hereunder, then each of the Lenders (including each of the Swing Line Lenders) absolutely and unconditionally agrees to purchase and take from the Swing Line Lenders on demand an undivided participation interest in Swing Loans outstanding in an amount equal to their respective Primary Percentage Shares of such Swing Loans. Notwithstanding anything contained herein, in no event shall any Lender be required to advance its Primary Percentage Share of any Swing Loan or to purchase any undivided participation interest in any Swing Loan: a. unless such Swing Loan was initially made in accordance with the requirements of this Agreement (as such requirements may be amended or waived from time to time as permitted hereunder) or b. if upon such advance or purchase the aggregate dollar amount of Primary Loans Loans, Swing Loans, and Swing Within Commitment Negotiated Loans held by such Lender would exceed such Lender's ’s Maximum Commitment.

Swing Loan Facility. On (i) Subject to the terms and subject to the conditions hereof (including fulfillment of those conditions set forth hereinin Article VII, as applicable) and relying upon the representations and warranties herein set forth, and in order to facilitate loans and repayments, each of the Swing Line Lenders severally agrees that it shallmay, at its option, cancelable at any time for any reason whatsoever, make Swing Loans to the Borrowers at any time or from time to time to after the Effective Date to, but not including including, the Maturity Expiration Date, advance its respective Swing Line Percentage Share of loans (the "Swing Loans" or a "Swing Loan") in an aggregate principal amount not to the Company in amounts such that the aggregate amount of Swing Loans outstanding does not exceed at any date the lesser of: (1) The Aggregate Swing Line Commitment; and (2) The Aggregate Credit Limit minus the aggregate dollar amount of Primary Loans outstanding on such date (including Primary Loans $12,500,000, subject to reduction as provided herein, to be funded on such date and excluding Primary Loans to be repaid on such date). At the request of any Swing Line Lender, made through the Lead Administrative Agent at any time and from time to time, including, without limitation, following the occurrence of an Event of Default, each Lender (including each of the Swing Line Lenders) absolutely and unconditionally agrees to refund Swing Loans held by the Swing Line Lenders by advancing its Primary Percentage Share thereof to the Lead Administrative Agent for disbursement to the Swing Line Lenders pro rata, in accordance with their respective Swing Line Percentage Shares. Such fundings shall be made no later than 12:00 noon (Los Angeles time) on the date request therefor is made if such request is made on or before 11:00 a.m. (Los Angeles time) on such date, and no later than 12:00 noon (Los Angeles time) on the next succeeding Business Day if request therefor is made after 11:00 a.m. (Los Angeles time). Advances made by the Lenders hereunder for the purpose of refunding Swing Loans shall, for all purposes of the Credit Documents: (i) constitute Primary Loans to the extent of such Lender's Primary Percentage Share thereof, and (ii) be advanced as Alternate Base Rate Loans. In the event, for whatever reason, the Lenders are not able to advance their respective Primary Percentage Shares for the purpose of refunding Swing Loans as required hereunder, then each of the Lenders (including each of the Swing Line Lenders) absolutely and unconditionally agrees to purchase and take from the Swing Line Lenders on demand an undivided participation interest in Swing Loans outstanding in an amount equal to their respective Primary Percentage Shares of such Swing Loans. Notwithstanding anything contained herein, in no event shall any Lender be required to advance its Primary Percentage Share of any Swing Loan or to purchase any undivided participation interest in any Swing Loan: a. unless such Swing Loan was initially made in accordance with the requirements following provisions, and provided, that, except with respect to Sterling Swing Loans, no Swing Lender's Swing Loans outstanding hereunder shall exceed its Commitment minus (i) the Dollar Equivalent amount of its Ratable Share of the Letter of Credit Outstandings and (ii) the Dollar Equivalent amount of its outstanding Revolving Credit Loans. Within such limits of time and amount and subject to the other provisions of this Agreement Agreement, the Borrowers may borrow, repay and reborrow pursuant to this Section 2.01(d). (ii) Subject to the terms and conditions hereof (including fulfillment of those conditions set forth in Article VII, as such requirements may be amended applicable) and relying upon the representations and warranties herein set forth, and in order to facilitate loans and repayments, each of the Swing Lenders may, at its option, cancellable at any time for any reason whatsoever, make Swing Loans to Books Holding at any time or waived from time to time after the Effective Date to, but not including, the tenth Business Day following the Effective Date, in British Pounds Sterling (the "Sterling Swing Loans") in an aggregate principal Dollar Equivalent amount not to exceed $75,000,000, subject to reduction as permitted hereunderprovided herein, to be made in accordance with the following provisions. For the period during which Sterling Swing Loans are outstanding, PNC Bank, National Association's Swing Loans outstanding may exceed its Commitment minus (i) or b. if upon such advance or purchase the aggregate dollar Dollar Equivalent amount of Primary Loans its Ratable Share of the Letter of Credit Outstandings and Swing Loans held by (ii) the Dollar Equivalent amount of its outstanding Revolving Credit Loans. Within such Lender would exceed such Lender's Maximum Commitmentlimits of time and amount and subject to the other provisions of this Agreement, the Borrowers may borrow, repay and reborrow pursuant to this Section 2.01(d)(ii).

Swing Loan Facility. On the terms and subject to the conditions set forth herein, each of the Swing ------------------- Line Lenders severally agrees that it shall, from time to time to but not including the Revolving Facility Maturity Date, advance its respective Swing Line Percentage Share of loans (the "Swing Loans" or a "Swing Loan") to the Company in amounts such that the aggregate amount of Swing Loans outstanding does not exceed at any date the lesser of: (1) The Aggregate Swing Line Commitment; and (2) The Aggregate Credit Limit minus the aggregate dollar amount of Primary Loans outstanding on such date (including Primary Loans to be funded on such date and excluding Primary Loans to be repaid on such date). At the request of any Swing Line Lender, made through the Lead Administrative Agent at any time and from time to time, including, without limitation, following the occurrence of an Event of Default, each Lender (including each of the Swing Line Lenders) absolutely and unconditionally agrees to refund Swing Loans held by the Swing Line Lenders by advancing its Primary Percentage Share thereof to the Lead Administrative Agent for disbursement to the Swing Line Lenders pro rata, in accordance with their respective Swing Line Percentage Shares. Such fundings shall be made no later than 12:00 noon (Los Angeles time) on the date request therefor is made if such request is made on or before 11:00 a.m. (Los Angeles time) on such date, and no later than 12:00 noon (Los Angeles time) on the next succeeding Business Day if request therefor is made after 11:00 a.m. (Los Angeles time). Advances made by the Lenders hereunder for the purpose of refunding Swing Loans shall, for all purposes of the Credit Documents: (i) constitute Primary Loans to the extent of such Lender's Primary Percentage Share thereof, and (ii) be advanced as Alternate Base Rate Loans. In the event, for whatever reason, the Lenders are not able to advance their respective Primary Percentage Shares for the purpose of refunding Swing Loans as required hereunder, then each of the Lenders (including each of the Swing Line Lenders) absolutely and unconditionally agrees to purchase and take from the Swing Line Lenders on demand an undivided participation interest in Swing Loans outstanding in an amount equal to their respective Primary Percentage Shares of such Swing Loans. Notwithstanding anything contained herein, in no event shall any Lender be required to advance its Primary Percentage Share of any Swing Loan or to purchase any undivided participation interest in any Swing Loan: a. unless such Swing Loan was initially made in accordance with the requirements of this Agreement (as such requirements may be amended or waived from time to time as permitted hereunder) or b. if upon such advance or purchase the aggregate dollar amount of Primary Loans and Swing Loans held by such Lender would exceed such Lender's Maximum Commitment.