Common use of The Advances Clause in Contracts

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the Commitment Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within the limits of each Lender's Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances in Dollars and/or Euros to the Borrower or Borrowing Subsidiary from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, Date in an aggregate amount outstanding (based in respect of any Advances to be denominated in Euros by reference to the Equivalent thereof in Dollars determined on the date of delivery of the applicable Notice of Borrowing) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and AcceptanceAssumption, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "’s “Commitment"”). Each Borrowing shall be in an aggregate amount not less than $10,000,000 the Borrowing Minimum or an integral multiple of $1,000,000 the Borrowing Multiple in excess thereof (unless the aggregate amount of the unused Commitments is less than the Borrowing Minimum, in which case such Borrowing shall be equal to the aggregate amount of the unused Commitments) and shall consist of Advances of the same Type and in the same currency and having the same Interest Period made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, last day of the Revolving Period in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's name on Schedule I II hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or (b) or Section 2.16 or increased pursuant to Section 2.04(b2.04(c) (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than $10,000,000 5,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type and, in the case of Eurodollar Rate Advances, having the same Interest Period made or Converted on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. (b) Any Lender ; provided, however, that at no time may request that any Advances made by it be evidenced by one or more promissory notes. In such eventthe principal amount outstanding hereunder exceed the aggregate amount of the Commitments; provided further that, on the date hereof, the Borrower aggregate amount of the Commitments shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agentnot exceed $1,500,000,000.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the Commitment Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within the limits of each Lender's Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower or Borrowing Subsidiary from time to time on any Business Day during the period from the date hereof until the Termination Date applicable to and including the Commitment Termination Date, such Lender in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's name on Schedule I hereto hereto, if such Lender has entered into an Assumption Agreement, set forth for such Lender in such Assumption Agreement or, if such Lender has entered into any Assignment and AcceptanceAssumption, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "“Commitment"”). Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof (unless the aggregate amount of the unused Commitments is less than $10,000,000, in which case such Borrowing shall be equal to the aggregate amount of the unused Commitments) and shall consist of Advances of the same Type and having the same Interest Period made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Effective as of the Effective Date, each Existing Lender hereby sells and assigns all of its rights in and to, and all of its obligations under, each Existing Advance owing to it and the Existing Commitment held by it to the Initial Lenders and each Initial Lender hereby purchases and assumes, pro rata based on such Initial Lender's Commitment, all of the Existing Lenders' rights in and to, and all of their obligations under, the Existing Advances and the Existing Commitments, the aggregate amount of which is set forth opposite such Existing Lender's name on Schedule 8.12 hereto. (b) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's name on Schedule I hereto the signature pages hereof or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than of $10,000,000 15,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrowborrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the Commitment day prior to the Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) (such Lender's "’s “Commitment"”), and each Issuing Bank agrees to issue Letters of Credit for the account of the Borrower from time to time on any Business Day during the period from the date hereof until the tenth Business Day prior to the Termination Date in an aggregate amount not to exceed the amount of such Issuing Bank’s LC Commitment. Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment day prior to the Termination Date, within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) and reborrow under this Section 2.01. In no event shall the Borrower be entitled to request or receive any Extension of Credit that would cause the aggregate Outstanding Credits to exceed the Commitments. (b) Any Lender may request that any the Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding (based in respect of any Advances denominated in a Committed Currency on the Equivalent in Dollars determined on the date of delivery of the applicable Notice of Borrowing) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender's ’s name on Schedule I hereto the signature pages hereof or, if such Lender has become a Lender hereunder pursuant to an Assumption Agreement, the Dollar amount set forth as the Commitment of such Lender in such Assumption Agreement or, if such Lender has entered into any an Assignment and Acceptance, Acceptance the Dollar amount set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) 2.19 (such Lender's ’s "Commitment"”), provided, that, the Lenders shall not be obligated to, and shall not, make any Advances as part of a Borrowing if after giving effect to such Borrowing the sum of the then outstanding aggregate amount of all Borrowings shall exceed the aggregate amount of the Commitments then in effect. Each Borrowing shall be in an aggregate amount not less than of $10,000,000 5,000,000 or an integral multiple of $1,000,000 in excess thereof and (or the Equivalent thereof in any Committed Currency determined on the date of delivery of the applicable Notice of Borrowing). Except as provided in Section 2.02(b), each Borrowing shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrowmay borrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender Bank severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower Borrowers from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, day immediately preceding the Maturity Date in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's Bank’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.05 hereof (such Lender's "Bank’s “Commitment"”); provided, however, that (i) the Outstanding Credits of the Parent shall not exceed $400,000,000 at any time, (ii) the Outstanding Credits of UI shall not exceed $250,000,000 at any time, (iii) the Outstanding Credits of each of Southern Connecticut and Connecticut Gas shall not exceed $150,000,000 at any time, and (iv) the Outstanding Credit of Berkshire Gas shall not exceed $50,000,000 at any time; and provided further, the aggregate Outstanding Credits of all of the Borrowers shall not exceed the amount of the Commitments at any time. Each Base Rate Borrowing shall be in an integral multiple of $1,000,000, and each Eurodollar Rate Borrowing shall be in an aggregate amount not less than $10,000,000 5,000,000, or an integral multiple of $1,000,000 in excess thereof and thereof. Each Borrowing shall consist of Advances of the same Type and, in the case of Eurodollar Rate Advances, having Interest Periods of the same duration, made on the same day to a single Borrower by the Lenders Banks ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Bank’s Commitment, the Borrower Borrowers may from time to time borrow, repay pursuant to Section 2.05 or repay, prepay pursuant to Section 2.10(b) and 2.11 hereof, reborrow under this Section 2.012.01 and request the issuance of Letters of Credit under Section 2.03. (b) Any Lender Bank may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the each Borrower shall prepare, execute and deliver to such Lender Bank one or more promissory notes payable to the order of such Lender Bank (or, if requested by such LenderBank, to such Lender Bank and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender Bank severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower Borrowers from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, day immediately preceding the Maturity Date in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's Bank’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.05 hereof (such Lender's "Bank’s “Commitment"”); provided, however, that (i) the Outstanding Credits of the Parent shall not exceed $400,000,000 at any time, (ii) the Outstanding Credits of UI shall not exceed $250,000,000 at any time, (iii) the Outstanding Credits of each of Southern Connecticut and Connecticut Gas shall not exceed $150,000,000 at any time, and (iv) the Outstanding Credits of Berkshire Gas shall not exceed $25,000,000 at any time; and provided further, the aggregate Outstanding Credits of all of the Borrowers shall not exceed the amount of the Commitments at any time. Each Base Rate Borrowing shall be in an integral multiple of $1,000,000, and each Eurodollar Rate Borrowing shall be in an aggregate amount not less than $10,000,000 5,000,000, or an integral multiple of $1,000,000 in excess thereof and thereof. Each Borrowing shall consist of Advances of the same Type and, in the case of Eurodollar Rate Advances, having Interest Periods of the same duration, made on the same day to a single Borrower by the Lenders Banks ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Bank’s Commitment, the Borrower Borrowers may from time to time borrow, repay pursuant to Section 2.05 or repay, prepay pursuant to Section 2.10(b) and 2.11 hereof, reborrow under this Section 2.012.01 and request the issuance of Letters of Credit under Section 2.03. (b) Any Lender Bank may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the each Borrower shall prepare, execute and deliver to such Lender Bank one or more promissory notes payable to the order of such Lender Bank (or, if requested by such LenderBank, to such Lender Bank and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each On the date hereof each "Advance" made under the Existing Amended and Restated Credit Agreement shall constitute an Advance hereunder and each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances advances (each, an "Advance") to the Borrower Borrowers from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's name on Schedule I hereto the signature pages hereof or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c9.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "Commitment"); provided that the aggregate amount of each Advance shall not exceed an amount equal to the lesser of (i) when added to all outstanding Advances, the sum of (A) $30,000,000, (B) eighty-five (85%) percent of the net amount of Eligible Receivables and (C) forty (40%) percent of Eligible Inventory, less, in each case, any Availability Reserves (each of which is measured as of the end of the fourth Business Day immediately preceeding such Advance), and (ii) when added to the outstanding Advances made during the calendar month during which such Advance is made, will not exceed 110% of the aggregate projected cash requirements of MEMC for such month as set forth on the applicable Monthly Projected Cash Flow Statement. Each Borrowing shall be in an aggregate amount not less than of $10,000,000 2,000,000 or an integral multiple of $1,000,000 500,000 in excess thereof and shall consist of Advances of the same Type be made on the same day simultaneously by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower Borrowers may from time to time borrow, repay pursuant to Section 2.05 borrow or prepay pursuant to Section 2.10(b) and reborrow under this Section 2.01. (b) Any Lender The Agent may, in its discretion, from time to time, upon not less than five (5) days prior notice to the Borrowers, reduce the lending formula with respect to Eligible Receivables to the extent that the Agent determines in good faith that: (i) the dilution with respect to the Receivables for any period (based on the ratio of (A) the aggregate amount of reductions in Receivables (other than as a result of payments in cash) to (B) the aggregate amount of total sales) has increased in any respect or may request that be anticipated to increase in any Advances made by it be evidenced by one respect above historical levels, or more promissory notes(ii) the general creditworthiness of account debtors has declined. In determining whether to reduce the lending formula(s), the Agent may consider events and conditions which are also considered in determining Eligible Receivables. Any reduction in any of the lending formulas pursuant to this Section 2.01(b) shall have a reasonable relationship to the event or circumstance which is the basis for such event, reduction as determined by the Agent in good faith. (c) All Advances otherwise available to the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable be subject to the order Lender's continuing right to establish and revise Availability Reserves. (d) The aggregate amount of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative AgentAdvances outstanding at any time shall not exceed $50,000,000.

The Advances. (a) Each Lender severally agrees, on Subject to the terms and conditions hereinafter of this Agreement and in reliance upon the representations and warranties of the Borrower herein set forth, each Lender severally agrees to make Advances lend to the Borrower from time to time on any Business Day during the period from on and after the date hereof Effective Date to and including but excluding the Commitment Termination Date, Advances in an aggregate outstanding principal amount outstanding not to exceed at any time exceeding the amount set forth opposite such Lender's name on Schedule I hereto the signature pages hereof or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.06 (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than $10,000,000 5,000,000 (except that a Borrowing comprised of Base Rate Advances shall be in an aggregate amount not less than $1,000,000) or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b2.07(c) and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such eventAnything contained in this Agreement to the contrary notwithstanding, the Borrower shall preparenot request any Advance that would, execute and deliver upon giving effect thereto, cause the Total Utilization of Commitments to such Lender one or more promissory notes payable to exceed the order aggregate Commitments of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative AgentLenders.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the day prior to the Commitment Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "’s “Commitment"”). Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the day prior to the Commitment Termination Date, within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. In no event shall the Borrower be entitled to request or receive any Advance that would cause the aggregate principal amount of outstanding Advances to exceed the Commitments. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances in Dollars and/or Euros to the Borrower or Borrowing Subsidiary from time to time on any Business Day during the period from the date hereof until the Termination Date applicable to and including the Commitment Termination Date, such Lender in an aggregate amount outstanding (based in respect of any Advances to be denominated in Euros by reference to the Equivalent thereof in Dollars determined on the date of delivery of the applicable Notice of Borrowing) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender's ’s name on Schedule I hereto hereto, if such Lender has entered into an Assumption Agreement, set forth for such Lender in such Assumption Agreement or, if such Lender has entered into any Assignment and AcceptanceAssumption, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "’s “Commitment"”). Each Borrowing shall be in an aggregate amount not less than $10,000,000 the Borrowing Minimum or an integral multiple of $1,000,000 the Borrowing Multiple in excess thereof (unless the aggregate amount of the unused Commitments is less than the Borrowing Minimum, in which case such Borrowing shall be equal to the aggregate amount of the unused Commitments) and shall consist of Advances of the same Type and in the same currency and having the same Interest Period made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on and subject to the terms and conditions hereinafter set forth, to make Advances advances to the Borrower (each, an “Advance”) from time to time on any Business Day during the period from the date hereof to and including Closing Date until the Commitment Termination Date, Date in an aggregate amount outstanding up to but not to exceed exceeding at any one time outstanding the amount set forth under the heading “Commitment” opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any an Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), (as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) (2.19, such Lender's "’s “Commitment"”) and, as to all Lenders, up to but not exceeding at any one time outstanding $100,000,000 (subject to Section 2.19). . (b) Each Borrowing and each Conversion or Continuation thereof (i) shall be in an aggregate amount not less than $10,000,000 5,000,000 or an integral multiple of $1,000,000 in excess thereof and (ii) shall consist of Advances of the same Type made (and, if such Advances are Eurodollar Rate Advances, having the same Interest Period) made, Continued or Converted on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within except in each case as otherwise provided in Sections 2.08(e) and (f), as applicable. (c) Within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the any Borrower from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, Date in an aggregate amount outstanding as to all Borrowers not to exceed at any time outstanding the amount set forth opposite such Lender's name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c)II hereof, as such amount may be reduced pursuant to Section 2.04(a) 2.5 or increased pursuant to Section 2.04(b) 6.2 (such Lender's "Commitment"). In no event shall any Borrower be entitled to request or receive any Advance that would cause (i) the aggregate principal amount of Advances outstanding hereunder to exceed the aggregate of the Commitments for all of the Lenders or (ii) the aggregate principal amount of Advances outstanding to such Borrower to exceed the lesser of (A) such Borrower's Sublimit and (B) such Borrower's Short-Term Debt Limit. Each Borrowing shall be in an aggregate amount not less than $10,000,000 or in an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day to any one Borrower by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the any Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b2.8(b) and reborrow under this Section 2.012.1(a). (b) Any Lender may request that any Advances Each Borrowing shall be made by it be evidenced by one or more promissory notes. In such eventon notice, given (i) in the Borrower shall preparecase of a Borrowing consisting of Eurodollar Rate Advances, execute and deliver to such Lender one or more promissory notes payable not later than 10:30 A.M. (New York City time) on the third Business Day prior to the order date of such Lender the proposed Borrowing; and (orii) in the case of a Borrowing consisting of Base Rate Advances, if requested not later than 10:30 A.M. (New York City time) on the day of the proposed Borrowing, by such Lender, any Borrower to such Lender and its assignees) and in a form approved by the Administrative Agent, which shall give to each Lender prompt notice thereof and of each other notice received from any Borrower hereunder by telex, telecopy, cable or telephone, confirmed immediately in writing. Each such notice of a Borrowing (a "Notice of Borrowing") shall be by telex, telecopy, cable or telephone, confirmed immediately in a writing signed by a duly authorized officer of such Borrower, in substantially the form of Exhibit B hereto, specifying therein the name of the Borrower and the requested (i) date of such Borrowing, (ii) Type of Advances comprising such Borrowing, (iii) aggregate amount of such Borrowing, and (iv) Interest Period for each such Advance. In the case of a proposed Borrowing comprised of Eurodollar Rate Advances, the Administrative Agent shall promptly notify each Lender of the applicable interest rate under Section 2.7(a) or (b). Each Lender shall, before 12:00 noon (New York City time) on the date of such Borrowing, make available for the account of its Applicable Lending Office to the Administrative Agent at such account in New York, New York as the Administrative Agent shall designate, in same day funds, such Lender's ratable portion of such Borrowing. After the Administrative Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent will make such funds available to the Borrower designated in such Notice of Borrowing to receive such Advances at the Administrative Agent's aforesaid address in same day funds.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding (based in respect of any Advances denominated in a Committed Currency on the Equivalent in Dollars determined on the date of delivery of the applicable Notice of Borrowing) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender's name on Schedule I hereto the signature pages hereof or, if such Lender has become a Lender hereunder pursuant to an Assumption Agreement, the Dollar amount set forth as the Commitment of such Lender in such Assumption Agreement or, if such Lender has entered into any an Assignment and Acceptance, Acceptance the Dollar amount set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) 2.19 (such Lender's "CommitmentCOMMITMENT"), provided, that, the Lenders shall not be obligated to, and shall not, make any Advances as part of a Borrowing if after giving effect to such Borrowing the sum of the then outstanding aggregate amount of all Borrowings shall exceed the aggregate amount of the Commitments then in effect. Each Borrowing shall be in an aggregate amount not less than of $10,000,000 5,000,000 or an integral multiple of $1,000,000 in excess thereof and (or the Equivalent thereof in any Committed Currency determined on the date of delivery of the applicable Notice of Borrowing). Except as provided in Section 2.02(b), each Borrowing shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrowmay borrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the day prior to the Commitment Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "’s “Commitment"”). Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the day prior to the Commitment Termination Date, within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) and reborrow under this Section 2.01. In no event shall the Borrower be entitled to request or receive any Advance that would cause the aggregate principal amount of outstanding Advances to exceed the Commitments. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including the Commitment day prior to the Termination Date, in an aggregate amount outstanding not to exceed at any time the amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) 2.04 (such Lender's "’s “Commitment"”), and each Issuing Bank agrees to issue Letters of Credit for the account of the Borrower from time to time on any Business Day during the period from the date hereof until the tenth Business Day prior to the Termination Date in an aggregate amount not to exceed the amount of such Issuing Bank’s LC Commitment. Each Borrowing shall be in an aggregate amount not less than $10,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment day prior to the Termination Date, within the limits of each Lender's ’s Commitment, the Borrower may from time to time borrow, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) and reborrow under this Section Section 2.01. In no event shall the Borrower be entitled to request or receive any Extension of Credit that would cause the aggregate Outstanding Credits to exceed the Commitments. (b) Any Lender may request that any the Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the ------------ terms and conditions hereinafter set forth, to make Advances to the Borrower from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding (based in respect of any Advances denominated in a Committed Currency on the Equivalent in Dollars determined on the date of delivery of the applicable Notice of Borrowing) not to exceed at any time outstanding the Dollar amount set forth opposite such Lender's name on Schedule I hereto the signature pages hereof or, if such Lender has become a Lender hereunder pursuant to an Assumption Agreement, the Dollar amount set forth as the Commitment of such Lender in such Assumption Agreement or, if such Lender has entered into any an Assignment and Acceptance, the Dollar amount set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) 2.19 (such Lender's "Commitment"). Each Borrowing shall be in an aggregate amount not less than of $10,000,000 5,000,000 or an integral multiple of $1,000,000 in excess thereof (or the Equivalent thereof in any Committed Currency determined on the date of delivery of the applicable Notice of Borrowing) and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's Commitment, the Borrower may from time to time borrowmay borrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.10 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and subject to the conditions hereinafter set forthforth in this agreement, to make one or more advances (such advances, together with Auction Bid Advances as provided in subsection (b) of this Section 2.01 to the extent any Lender elects to make them, being the "Advances") to the Borrower from time to time on any Business Day during the period from the date hereof Effective Date to and including but excluding the Commitment Termination Date, Date in an aggregate amount outstanding not to exceed at any time outstanding the amount set forth opposite such Lender's name on Schedule I hereto 2.01 or, if such Lender has entered into any Assignment one or more Assignments and AcceptanceAcceptances, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c)9.04(d) (such amount, as such amount may it shall be reduced or terminated pursuant to this Section 2.01 or pursuant to Section 2.04(a) or increased pursuant to Section 2.04(b) (2.04, being such Lender's "Commitment"); provided, however, that the Facility Usage shall not exceed the Facility. Notwithstanding anything herein to the contrary, for purposes of determining the amount of a Lender's Commitment in respect of an Advance (other than an Auction Bid Advance) requested by the Borrower, the outstanding amount of any Auction Bid Advances made by such Lender shall be disregarded. Each Borrowing consisting of Adjusted Eurodollar Rate Advances shall have the same Interest Period and shall be in an aggregate amount not less than $10,000,000 or 1,000,000. Each Borrowing consisting of Base Rate Advances shall be in an integral multiple of aggregate amount not less than $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments1,000,000. Until the Commitment Termination Date, within Within the limits of each Lender's Commitmentthe foregoing, the Borrower may from time to time borrowborrow under this Section 2.01(a), repay pursuant to Section 2.05 2.05(a) or prepay pursuant to Section 2.10(b2.09(a) and reborrow under this Section 2.012.01(a). (b) Any Lender may request that any Advances made by it be evidenced by one or more promissory notes. In such event, the Borrower shall prepare, execute and deliver to such Lender one or more promissory notes payable to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances advances to the each Borrower under this Section 2.01 (each, a “Revolving Credit Advance”) from time to time on any Business Day during the period from the date hereof to and including until the Commitment Termination Date, Date in an aggregate amount outstanding not to exceed at any one time outstanding up to but not exceeding (in the aggregate for both Borrowers) the amount set forth opposite such Lender's ’s name on Schedule I hereto or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) 2.16 or 2.17 (such Lender's "’s “Commitment"”). . (b) Each Borrowing of Revolving Credit Advances shall be in an aggregate amount not less than of $10,000,000 15,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Revolving Credit Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's ’s Commitment, the each Borrower may from time to time borrowborrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (bc) Any Lender may request that any Advances The Administrative Agent shall maintain a written record of each Advance made by it be evidenced a Lender to a Borrower, and of each repayment of principal of, and payment of interest on, such Advance made by one or more promissory notessuch Borrower for the amount of such Lender. In Upon the prior written request of any Lender delivered by such eventLender to the Administrative Agent and the Borrowers, each of the Borrower Borrowers shall prepare, execute and deliver to such Lender one or more promissory notes payable a Revolving Credit Note to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.

The Advances. (a) Each Lender severally agrees, on the terms and conditions hereinafter set forth, to make Advances to the each Borrower from time to time on any Business Day during the period from the date hereof to and including Effective Date until the Commitment Termination Date, Date in an aggregate amount outstanding amount, for both Borrowers, not to exceed at any time outstanding the amount set forth opposite such Lender's ’s name on Schedule I hereto the signature pages hereof or, if such Lender has entered into any Assignment and Acceptance, set forth for such Lender in the Register maintained by the Administrative Agent pursuant to Section 8.07(c), as such amount may be reduced pursuant to Section 2.04(a) 2.04 or increased pursuant to Section 2.04(b) 2.16 or 2.17 (such Lender's "’s “Commitment"”). Each Borrowing shall be in an aggregate amount not less than of $10,000,000 1,000,000 or an integral multiple of $1,000,000 in excess thereof and shall consist of Advances of the same Type made on the same day by the Lenders ratably according to their respective Commitments. Until the Commitment Termination Date, within Within the limits of each Lender's ’s Commitment, the each Borrower may from time to time borrowborrow under this Section 2.01, repay pursuant to Section 2.05 or prepay pursuant to Section 2.10(b) 2.09 and reborrow under this Section 2.01. (b) Any Lender may request that any Advances The Administrative Agent shall maintain a written record of each Advance made by it be evidenced a Lender to a Borrower, and of each repayment of principal of, and payment of interest on, such Advance made by one or more promissory notessuch Borrower for the amount of such Lender. In Upon the prior written request of any Lender delivered by such eventLender to the Administrative Agent and the Borrowers, each of the Borrower Borrowers shall prepare, execute and deliver to such Lender one or more promissory notes payable a Note to the order of such Lender (or, if requested by such Lender, to such Lender and its assignees) and in a form approved by the Administrative Agent.