Common use of The Swing Line Advances Clause in Contracts

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each Swing Line Lender severally agrees to make a portion of the credit otherwise available from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each Swing Line Lender severally agrees to make a portion of the credit otherwise available from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.202.16. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.202.16, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a)2.07, and reborrow under this Section 2.202.16. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share Pro Rata Share of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth hereinhereof, each Swing Line Lender severally agrees to make a portion of the credit otherwise available to the Parent Borrower under the Commitments from time to time to during the Borrowers Commitment Period by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Parent Borrower requesting such extension in Dollars; provided that (i) the aggregate principal amount of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, outstanding at any time shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s the Swing Line Commitment then in effect and (2) notwithstanding that the Swing Line Advances of any Swing Line Lender outstanding at any time, when aggregated to with such Swing Line Lender’s other outstanding Revolving Credit Advances and such Advances, may exceed the Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and effect), (ii) for all the Parent Borrower shall not request, and no Swing Line AdvancesLender shall make, the amount of the any Swing Line Sublimit or (y) at Advance if, after giving effect to the time making of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments amount of the Lenders. Within the foregoing limitsAvailable Commitments would be less than zero, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable (iii) no Swing Line Lender a risk participation in such shall make any Swing Line Advance in an amount equal without first confirming with the Agent that, after giving effect to such Lender’s ratable share the making of such Swing Line Advance, the aggregate amount of the Available Commitments would be greater than or equal to zero and (iv) such Swing Line Advances shall be Base Rate Advances. During the Commitment Period, the Parent Borrower may use the Swing Line Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swing Line Advances shall be Base Rate Advances only.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth to make make, in its sole discretion, Swing Line Advances in Dollars or in a portion of Committed Currency to the credit otherwise available Revolving Credit Borrowers from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Revolving Credit Facility Termination Date in an aggregate amount (based in respect of any Swing Line Advances to be denominated in a Committed Currency by reference to the Equivalent thereof in Dollars determined on the date of delivery of the applicable Notice of Swing Line Borrowing) owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided, further, that the Swing Line Lender shall not be obligated to make any Swing Line Advance. A Swing Line Advance denominated in Dollars shall be a Base Rate Advance, a Swing Line Advance denominated in Sterling shall be an Overnight Eurocurrency Rate Advance and a Swing Line Advance denominated in Euros shall be a Cost of Funds Advance. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 (for Swing Line Advances denominated in Dollars), £400,000 (for Swing Line Advances denominated in Sterling) or €400,000 (for Swing Line Advances denominated in Euros) or an integral multiple of $100,000, £100,000 or €100,000, respectively in excess thereof. Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in the first sentence of this subsection (f), and subject to the other terms and conditions hereof, the Borrowers a Revolving Credit Borrower may borrow under this Section 2.202.01(f), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(f). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $45,000,000 at such time and (iii) in an amount for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated Borrowing not to exceed the aggregate of the Unused Commitments of the Revolving Credit Lenders at such time; provided, however, that the aggregate principal amount of all such Swing Line Lender’s outstanding Advances (together with the aggregate principal amount of all Revolving Credit Advances and then outstanding plus the aggregate Available Amount of all Letters of Credit outstanding at such time) shall not exceed the Loan Cap then in effect, subject to the Administrative Agent’s authority, in its sole discretion to make Protective Advances pursuant to the terms of Section 2.01(d). No Swing Line Lender’s unfunded participations in Swing Line Advances made by Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Lender, such Advance. Each Swing Line Lender’s Revolving Credit Commitment then Borrowing shall be in effect an amount of $1,000,000 or an integral multiple of $100,000 in excess thereof and (ii) for all Swing Line Advances, shall be made as a Base Rate Advance. Within the amount limits of the Swing Line Sublimit or Facility and within the limits referred to in clause (yii) at the time of such Swing Line Advanceabove, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.202.01(b), repay pursuant to Section 2.04(b) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(b). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such LenderXxxxxx’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each Swing Line Lender severally agrees to make a portion of the credit otherwise available from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.202.16. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.202.16, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a)2.07, and reborrow under this Section 2.202.16. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share Pro Rata Share of such Swing Line Advance.

The Swing Line Advances. (a) Subject to Each Swing Line Bank severally agrees, on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable (i) in an aggregate amount for all Swing Line Advances owing to such Swing Line Lender Bank (in its capacity as such) not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $25,000,000, (iii) in an aggregate amount owing to all Swing Line Banks not to exceed at any time outstanding $50,000,000, as such amount may be reduced from time to time pursuant to Section 2.05 (the "Swing Line Facility") and (iii) in an amount for each such Borrowing not to exceed an amount equal to the amount by which the aggregate of the Unused Revolving Credit Commitments of the Revolving Credit Lenders at such time exceeds the Commercial Paper Set-Aside Amount at such time; provided, however, that if at any time of receipt by any Swing Line Bank of a Notice of Swing Line Borrowing, (x) any Revolving Credit Lender (1) shall be a Defaulting Lender or such Swing Line Bank determines in good faith that any Lender is reasonably likely to become a Defaulting Lender within the next 30 days (a "Potential Defaulting Lender’s Swing Line Commitment then in effect ") and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time sum of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Revolving Credit Lenders (other than Revolving Credit Lenders that are Defaulting Lenders or Potential Defaulting Lenders) plus the Commercial Paper Set-Aside Amount at such time shall be less than the amount of the requested Swing Line Borrowing, such Swing Line Bank shall not be required to, but may, if in its sole discretion it elects to do so, make the Swing Line Advance requested in such Notice of Swing Line Borrowing. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in clauses (i) and (iii) above (and if at the time of receipt by any Swing Line Bank of a Notice of Swing Line Borrowing, and subject any Lender shall be a Defaulting Lender or a Potential Defaulting Lender, so long as any Swing Line Bank, in its sole discretion, elects to the other terms and conditions hereofmake Swing Line Advances), the Borrowers Borrower may borrow under this Section 2.202.01(b), repay pursuant to Section 2.06(b) or prepay Swing Line Advances under pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance2.01(b).

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth to make a portion of make, in its sole discretion, Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided, further, that the Swing Line Lender shall not be obligated to make any Swing Line Advance. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (c), the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(b) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to in respect of the Borrower requesting such extension of credit under subsection Revolving Credit Facility (bi) of this Section 2.20. Such in an aggregate amount for all Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not to exceed (x) at any time outstanding (i) for each the Swing Line Lender (1) such Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $100,000 or an integral multiple of $100,000 in excess thereof and shall bear interest at the Base Rate plus the Applicable Percentage then applicable, or a rate mutually agreed by the Borrower and the Swing Line Bank. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(c) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share Pro Rata Share of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $30,000,000 at such time and (iii) in an amount for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated Borrowing not to exceed the aggregate of the Unused Commitments of the Revolving Credit Lenders at such time; provided, however, that the aggregate principal amount of all such Swing Line Lender’s outstanding Advances (together with the aggregate principal amount of all Revolving Credit Advances and then outstanding plus the aggregate Available Amount of all Letters of Credit outstanding at such time) shall not exceed the Loan Cap then in effect, subject to the Administrative Agent’s authority, in its sole discretion to make Protective Advances pursuant to the terms of Section 2.01(d). No Swing Line Lender’s unfunded participations in Swing Line Advances made by Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Lender, such Advance. Each Swing Line Lender’s Revolving Credit Commitment then Borrowing shall be in effect an amount of $1,000,000 or an integral multiple of $100,000 in excess thereof and (ii) for all Swing Line Advances, shall be made as a Base Rate Advance. Within the amount limits of the Swing Line Sublimit or Facility and within the limits referred to in clause (yii) at the time of such Swing Line Advanceabove, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.202.01(b), repay pursuant to Section 2.04(b) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(b). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject BRW may request any Swing Line Bank to make, and such Swing Line Bank may, if in its sole discretion it elects to do so, make, on the terms and conditions hereinafter set forth hereinforth, each Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available BRW from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable (i) in an aggregate amount owing to such all Swing Line Lender Banks not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $75,000,000 (i) for each the “Swing Line Lender (1Facility”) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof and shall be made as a Base Rate Advance. Any Swing Line Advances made to BRW and to BCSI under Section 2.01(c) of the Existing Credit Agreement and outstanding on the Effective Date shall for all purposes be deemed to have been made hereunder and shall constitute use of the Swing Line Facility. Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in clause (ii) above, and subject so long as any Swing Line Bank, in its sole discretion, elects to the other terms and conditions hereofmake Swing Line Advances, the Borrowers BRW may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(c) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of BCSI may not borrow any new Swing Line Advances under this Section 2.01(c). BRW may select any Lender to act as a Swing Line Advance, Bank or remove any Lender as a Swing Line Bank at its discretion; provided that (i) each such Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally expressly agrees to purchase, from perform in accordance with their terms all of the applicable obligations that by the terms of this Agreement are required to be performed by it as a Swing Line Lender a risk participation in Bank and notifies the Administrative Agent of its acceptance of such appointment and (ii) there are no more than four Swing Line Advance in an amount equal to such Lender’s ratable share of such Banks (including all Swing Line AdvanceBanks that have issued Swing Line Advances that remain outstanding) at any one time.

The Swing Line Advances. (a) Subject to Each Swing Line Bank severally agrees, on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, an aggregate amount which shall not exceed (x) at any time outstanding the amount set opposite such Swing Line Bank's name on the signature pages hereof under the caption "Swing Line Commitments" (such amount being such Swing Line Bank's "Swing Line Commitment"); provided, however, that the aggregate amount of all Swing Line Advances outstanding at any time shall not exceed $127,500,000 (the "Swing Line Facility") and, provided further that no Swing Line Borrowing shall be made if, following the making of such Swing Line Borrowing, either (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding the Unused Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Commitments of the Lenders shall be less than the aggregate unpaid principal amount of the Swing Line Sublimit Advances or (yii) at the time of such Swing Line Advance, the aggregate Unused amount of the Advances then outstanding would exceed the aggregate amount of the Revolving Credit Commitments of the Lenders. Within No Swing Line Advance shall be used for the foregoing limitspurpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $100,000 or an integral multiple of $10,000 in excess thereof and shall be made, at the determination of the Borrower, either (i) as a Base Rate Advance, (ii) as a Swing Line Cost of Funds Advance or (iii) as an Advance bearing interest as the Borrower and subject to the other Applicable Swing Line Bank shall otherwise agree. The 6 terms and conditions hereofof the Swing Line Commitment of any Swing Line Bank and the Swing Line Advances made by any such Swing Line Bank (other than terms and conditions relating to the amount of the Swing Line Commitment, interest rate, tenor or term of any such Swing Line Advance) may be modified from the terms and conditions provided herein upon mutual agreement of the Borrower and such Swing Line Bank. Within the limits of the Swing Line Facility and within the limits referred to in this Section 2.01(b), the Borrowers Borrower may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a2.01(b), repay pursuant to Section 2.04(b) or prepay pursuant to Section 2.09 and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance2.01(b)."

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided that the Borrower, the Administrative Agent and the Lenders acknowledge and agree that certain Swing Line Advances and payments under the Swing Line Facility may be made pursuant to separate overdraft arrangements which (x) are made among the Borrower, the Swing Line Bank and the Administrative Agent, (y) may be inconsistent with the provisions of this Section 2.01(c), Section 2.02(b) and Section 2.04(c) and (z) shall not affect the obligations of the Revolving Credit Lenders under Section 2.02(b) in respect of such or any other Swing Line Advances. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $1,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees, on the terms and conditions hereinafter set forth hereinand in reliance on the agreements of the other Lenders set forth in Section 2.02(b), each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Initial Funding Date until the Business Day immediately preceding the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided that the Borrower, the Administrative Agent and the Lenders acknowledge and agree that certain Swing Line Advances and payments under the Swing Line Facility may be made pursuant to separate overdraft arrangements which (x) are made among the Borrower, the Swing Line Bank and the Administrative Agent, (y) may be inconsistent with the provisions of this Section 2.01(d), Section 2.02(b) and Section 2.04(e) and (z) shall not affect the obligations of the Revolving Credit Lenders under Section 2.02(b) in respect of such or any other Swing Line Advances. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $1,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be made as a Base Rate Advance and cannot be Converted into a Eurodollar Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(e) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed deemed, without further action by any party hereto, to have purchased, and hereby absolutely, irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank for its own account and risk a risk participation in such Swing Line Advance in an amount for each Revolving Credit Lender equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth, to make a portion of Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (d), the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth, to make a portion of Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subSection (d), the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(b) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided that the Borrower, the Administrative Agent and the Lenders acknowledge and agree that certain Swing Line Advances and payments under the Swing Line Facility may be made pursuant to separate overdraft arrangements which (x) are made among the Borrower, the Swing Line Bank and the Administrative Agent, (y) may be inconsistent with the provisions of this Section 2.01(c), Section 2.02(b) and Section 2.04(c) and (z) shall not affect the obligations of the Revolving Credit Lenders under Section 2.02(b) in respect of such or any other Swing Line Advances. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $1,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance. At any time that the sum of the aggregate outstanding amount of all Revolving Credit Advances and all Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at such time exceeds $25,000,000, the Administrative Agent will give notice to the Swing Line Bank, and no Swing Line Advances shall be made until such time as (x) the sum of the aggregate outstanding amount of all Revolving Credit Advances and Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at such time shall be equal to or less than $25,000,000, (y) the Borrower shall have requested in writing to the Swing Line Bank (with a copy to the Administrative Agent) that the Swing Line Facility be reactivated and (z) the Swing Line Bank shall have determined, in its sole discretion, to recommence making Swing Line Advances.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $1,000,000 or an integral multiple of $500,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to Each Swing Line Bank agrees, on the terms and conditions hereinafter set forth hereinforth, to make Swing Line Advances denominated in US Dollars (in the case of each Swing Line Lender severally agrees Bank) or Euro (in the case of Citibank, N.A.) to make a portion of the credit otherwise available any Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension (i) in an aggregate amount (based in respect of credit under subsection (b) of this Section 2.20. Such any Swing Line Advances shall to be denominated in Euros and, Euro by reference to the Equivalent thereof in US Dollars determined on the aggregate, shall date of delivery of the applicable Notice of Swing Line Borrowing) not to exceed (x) at any time outstanding $750,000,000 (i) for each the “Swing Line Lender (1Facility”) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all in an amount (based in respect of any Swing Line Advances, Advances to be denominated in Euro by reference to the amount Equivalent thereof in US Dollars determined on the date of delivery of the applicable Notice of Swing Line Sublimit or Borrowing) for each such Advance not to exceed (unless waived by the Administrative Agent and the applicable Swing Line Bank) (x) the unused Swing Line Commitment of the applicable Swing Line Bank, (y) at the time Unused Revolving Credit Commitment of such the applicable Swing Line Advance, Bank (or its Affiliate) and (z) the aggregate Unused Revolving Credit Commitments of the LendersLenders on such Business Day. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $5,000,000 or €5,000,000 as applicable, or an integral multiple of $1,000,000 or €1,000,000, as applicable, in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers may borrow under this Section 2.202.01(e), prepay Swing Line Advances under NYDOCS02/1166703 32 pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), 2.11 and reborrow under this Section 2.20. Immediately upon 2.1(e), provided, that no Borrower shall use the making proceeds of a any Swing Line Advance to refinance any outstanding Swing Line Advance. Notwithstanding the foregoing, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advanceneither any Canadian Borrower nor any Australian Borrower may borrow under this Section 2.1(e).

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each Swing Line Lender severally agrees to make a portion of the credit otherwise available from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.202.16. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.202.16, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a)2.07, and reborrow under this Section 2.202.16. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share Pro Rata Share of such Swing Line Advance.. AMENDED AND RESTATED FIVE YEAR CREDIT AGREEMENT

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each the Swing Line Lender (1) such Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(c) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Original Effective Date until the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided that the Borrower, the Administrative Agent and the Lenders acknowledge and agree that certain Swing Line Advances and payments under the Swing Line Facility may be made pursuant to separate overdraft arrangements which (x) are made among the Borrower, the Swing Line Bank and the Administrative Agent, (y) may be inconsistent with the provisions of this Section 2.01(c), Section 2.02(b) and Section 2.04(c) and (z) shall not affect the obligations of the Revolving Credit Lenders under Section 2.02(b) in respect of such or any other Swing Line Advances. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $1,000,000 or an integral multiple of $1,000,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(c), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(c). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance. At any time that the sum of the aggregate outstanding amount of all Revolving Credit Advances and all Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at such time exceeds $25,000,000, the Administrative Agent will give notice to the Swing Line Bank, and no Swing Line Advances shall be made until such time as (x) the sum of the aggregate outstanding amount of all Revolving Credit Advances and Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at such time shall be equal to or less than $25,000,000, (y) the Borrower shall have requested in writing to the Swing Line Bank (with a copy to the Administrative Agent) that the Swing Line Facility be reactivated and (z) the Swing Line Bank shall have determined, in its sole discretion, to recommence making Swing Line Advances.

The Swing Line Advances. (a) Subject The Borrower may request the Swing Line Bank to make, and the Swing Line Bank may, if in its sole discretion it elects to do so, make on the terms and conditions hereinafter set forth hereinforth, each Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Working Capital Termination Date applicable (i) in an aggregate amount not to exceed at any time outstanding $10,000,000 (the "Swing Line Facility") and (ii) in an amount for each such Swing Line Lender Borrowing not to exceed the Borrower requesting aggregate of the Unused Working Capital Commitments of the Working Capital Lenders at such extension of credit time; provided that the Borrower, the Administrative Agent and the Lenders acknowledge that certain Swing Line Advances and payments under subsection (b) the Swing Line Facility may be made pursuant to separate arrangements made between the Borrower, the Swing Line Bank and the Administrative Agent which are inconsistent with the provisions of this Section 2.202.01(f), Section 2.02(f) and Section 2.04(f) and that such alternate arrangements shall not affect the obligations of the Working Capital Lenders under Section 2.02(f), provided further, however, that in no event shall the aggregate principal amount of Swing Line Advances outstanding at any time exceed $10,000,000. Such No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof and shall be made as a Base Rate Advance, unless otherwise agreed to with the Administrative Agent, provided, however, that in no event shall the amount of Swing Line Advances outstanding at any time exceed $5,000,000 for three consecutive business days. Within the limits of the Swing Line Facility and within the limits referred to in clause (ii) above, so long as the Swing Line Bank, in its sole discretion, elects to make Swing Line Advances, the Borrower may borrow under this Section 2.01(f), repay pursuant to Section 2.04(f) or prepay pursuant to Section 2.06(a) and reborrow under this Section 2.01(f). At any time that the sum of the aggregate outstanding amount of all Working Capital Advances and all Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at such time exceeds $90,000,000, no Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed made until such time as (x) the sum of the aggregate outstanding amount of all Working Capital Advances and Letter of Credit Advances plus the aggregate Available Amount of all Letters of Credit outstanding at any such time outstanding shall be equal to or less than $90,000,000, (iy) for each the Borrower shall have requested in writing to the Swing Line Lender Bank (1with a copy to the Administrative Agent) such that the Swing Line Lender’s Facility be reactivated and (z) the Swing Line Commitment then Bank shall have determined, in effect and (2) when aggregated its sole discretion, to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all recommence making Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance."

The Swing Line Advances. (a) Subject to Each Swing Line Bank agrees, on the terms and conditions hereinafter set forth hereinforth, to make Swing Line Advances denominated in US Dollars (in the case of each Swing Line Lender severally agrees Bank) or Euro (in the case of Citibank, N.A.) to make a portion of the credit otherwise available any Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension (i) in an aggregate amount (based in respect of credit under subsection (b) of this Section 2.20. Such any Swing Line Advances shall to be denominated in Euros and, Euro by reference to the Equivalent thereof in US Dollars determined on the aggregate, shall date of delivery of the applicable Notice of Swing Line Borrowing) not to exceed (x) at any time outstanding $750,000,000 (i) for each the “Swing Line Lender (1Facility”) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all in an amount (based in respect of any Swing Line Advances, Advances to be denominated in Euro by reference to the amount Equivalent thereof in US Dollars determined on the date of delivery of the applicable Notice of Swing Line Sublimit or Borrowing) for each such Advance not to exceed (unless waived by the Administrative Agent and the applicable Swing Line Bank) (x) the unused Swing Line Commitment of the applicable Swing Line Bank, (y) at the time Unused Revolving Credit Commitment of such the applicable Swing Line Advance, Bank (or its Affiliate) and (z) the aggregate Unused Revolving Credit Commitments of the LendersLenders on such Business Day. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $5,000,000 or €5,000,000 as applicable, or an integral multiple of $1,000,000 or €1,000,000, as applicable, in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers may borrow under this Section 2.202.1(e), prepay Swing Line Advances under pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), 2.11 33 and reborrow under this Section 2.20. Immediately upon 2.1(e), provided, that no Borrower shall use the making proceeds of a any Swing Line Advance to refinance any outstanding Swing Line Advance. Notwithstanding the foregoing, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advanceneither any Canadian Borrower nor any Australian Borrower may borrow under this Section 2.1(e).

The Swing Line Advances. (a) Subject to Each Swing Line Bank agrees, on the terms and conditions hereinafter set forth hereinforth, to make Swing Line Advances denominated in US Dollars (in the case of each Swing Line Lender severally agrees Bank) or Euro (in the case of Citibank, N.A.) to make a portion of the credit otherwise available any Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension (i) in an aggregate amount (based in respect of credit under subsection (b) of this Section 2.20. Such any Swing Line Advances shall to be denominated in Euros and, Euro by reference to the Equivalent thereof in US Dollars determined on the aggregate, shall date of delivery of the applicable Notice of Swing Line Borrowing) not to exceed (x) at any time outstanding $750,000,000 (i) for each the “Swing Line Lender (1Facility”) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all in an amount (based in respect of any Swing Line Advances, Advances to be denominated in Euro by reference to the amount Equivalent thereof in US Dollars determined on the date of delivery of the applicable Notice of Swing Line Sublimit or Borrowing) for each such Advance not to exceed (unless waived by the Administrative Agent and the applicable Swing Line Bank) (x) the unused Swing Line Commitment of the applicable Swing Line Bank, (y) at the time Unused Revolving Credit Commitment of such the applicable Swing Line Advance, Bank (or its Affiliate) and (z) the aggregate Unused Revolving Credit Commitments of the LendersLenders on such Business Day. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $5,000,000 or €5,000,000 as applicable, or an integral multiple of $1,000,000 or €1,000,000, as applicable, in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers may borrow under this Section 2.202.01(e), prepay Swing Line Advances under pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), 2.11 and reborrow under this Section 2.20. Immediately upon 2.1(e), provided, that no Borrower shall use the making proceeds of a any Swing Line Advance to refinance any outstanding Swing Line Advance. Notwithstanding the foregoing, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advanceneither any Canadian Borrower nor any Australian Borrower may borrow under this Section 2.1(e).

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth, to make a portion of Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender (1) Facility at such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Lender's Swing Line AdvanceCommitment at such time; provided, however, that no Swing Line Borrowing shall exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (d), the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share 's Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to Each Swing Line Bank severally agrees, on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Scheduled Termination Date applicable (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (ix) for each the Swing Line Lender Facility at such time and (1y) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(d), prepay Swing Line Advances under pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), 2.06 and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth hereinhereof, each Swing Line Lender severally agrees to make a portion of the credit otherwise available to the Parent Borrower under the Commitments from time to time to during the Borrowers Commitment Period by making swing line advances (“Swing Line Advances”) on to the Parent Borrower in Dollars; provided that (i) the aggregate principal amount of Swing Line Advances outstanding at any Business Day during time shall not exceed $200,000,000, (ii) the period from the Effective Date until the Termination Date applicable to such aggregate principal amount of Swing Line Advances of any Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, outstanding at any time shall not exceed (x) at any time outstanding (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and Commitment; (2iii) the Swing Line Exposure of any Swing Line Lender at any time, when aggregated to with such Swing Line Lender’s outstanding Percentage of the Dollar Equivalent of the aggregate principal amount of the Revolving Credit Advances then outstanding and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line LenderPercentage of the L/C Obligations then outstanding, shall not exceed such Swing Line Lender’s Revolving Credit Commitment then in effect Commitment, (iv) the Parent Borrower shall not request, and (ii) for all no Swing Line AdvancesLender shall make, the amount of the any Swing Line Sublimit or (y) at Advance if, after giving effect to the time making of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments amount of the Lenders. Within the foregoing limitsAvailable Commitments would be less than zero, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable (v) no Swing Line Lender a risk participation in such shall make any Swing Line Advance in an amount equal without first confirming with the Administrative Agent that, after giving effect to such Lender’s ratable share the making of such Swing Line Advance, the aggregate amount of the Available Commitments would be greater than or equal to zero and (vi) such Swing Line Advances shall be Base Rate Advances. During the Commitment Period, the Parent Borrower may use the Swing Line Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swing Line Advances shall be Base Rate Advances only.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth to make a portion of make, in its sole discretion, Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Revolving Credit Facility Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided, further, that the Swing Line Lender shall not be obligated to make any Swing Line Advance. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (f), the Borrowers Borrower may borrow under this Section 2.202.01(f), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(f). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to the terms and conditions set forth herein, each The Swing Line Lender severally agrees on the terms and conditions hereinafter set forth to make a portion of make, in its sole discretion, Swing Line Advances to the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Closing Date until the Revolving Credit Facility Termination Date applicable in an aggregate amount owing to such the Swing Line Lender not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time; provided, further, that the Swing Line Lender shall not be obligated to make any Swing Line Advance. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (c), the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(c) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the principal amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject The Borrower may request the Swing Line Bank to make, and the Swing Line Bank shall make, on the terms and conditions hereinafter set forth hereinforth, each Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Revolving Credit Termination Date applicable (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $5,000,000 (ithe "SWING LINE FACILITY") for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. Notwithstanding the foregoing, the Swing Line Bank can refuse to make Swing Line Advances to the Borrower by declaring that the Swing Line Facility shall not be available for Borrowings by giving notice to the Borrower not later than the fourth Business Day prior to the date on which such unavailability of the Swing Line Facility shall commence. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be made as a Prime Rate Advance. Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in clause (ii) above, and subject so long as the Swing Line Bank, in its discretion, elects to the other terms and conditions hereofmake Swing Line Advances, the Borrowers Borrower may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a), and reborrow under this Section 2.20. Immediately upon 2.1(b) and may repay or prepay the making of a Swing Line Advance, each Lender shall be deemed Advances at such times prior to have purchasedthe Termination Date, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advanceintegral multiples, as the Borrower may elect.

The Swing Line Advances. (a) Subject Either U.S. Borrower may request any Swing Line Bank to make, and such Swing Line Bank may, if in its sole discretion it elects to do so, make, on the terms and conditions hereinafter set forth hereinforth, each Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available such U.S. Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Funding Date until the Termination Date applicable (i) in an aggregate amount owing from the U.S. Borrowers to such all Swing Line Lender Banks not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding $25,000,000 (ithe "Swing Line Facility") and (ii) in an amount for each Swing Line Lender (1) such Swing Line Lender’s Borrowing not to exceed the aggregate of the Unused U.S. RC Commitments of the Lenders at such time. No Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by Advance shall be used for the purpose of funding the payment of principal of any other Swing Line LenderAdvance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $250,000 in excess thereof and shall be made as a Base Rate Advance. Upon the making of a Swing Line Borrowing by either U.S. Borrower, such Borrower shall, at such time, be contingently liable for any such Swing Line Lender’s Revolving Credit Commitment then Advance made at any time by any Lender in effect satisfaction of its obligations under Section 2.02(b). Within the limits of the Swing Line Facility and within the limits referred to in clause (ii) for all above, so long as any Swing Line Bank, in its sole discretion, elects to make Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the Lenders. Within the foregoing limits, and subject to the other terms and conditions hereof, the U.S. Borrowers may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a2.01(b), repay pursuant to Section 2.03(c) or prepay pursuant to Section 2.05(a) and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance2.01(b).

The Swing Line Advances. (a) Subject to The Swing Line Bank agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances in Dollars to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Business Day immediately following the Effective Date until the Termination Date applicable in respect of the Revolving Credit Facility (i) in an aggregate amount not to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding (i) for each the Swing Line Lender (1) such Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect time and (ii) in an amount for all Swing Line Advances, the amount of the Swing Line Sublimit or (y) at the time of each such Swing Line Advance, Borrowing not to exceed the aggregate of the Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $250,000 in excess thereof and shall be made as a Base Rate Advance. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers Borrower may borrow under this Section 2.202.01(f), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(f). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to The Swing Line Bank severally agrees on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable in an aggregate amount owing to such the Swing Line Lender Bank not to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, shall not exceed (x) at any time outstanding the lesser of (i) for each the Swing Line Lender Facility at such time and (1ii) such the Swing Line LenderBank’s Swing Line Commitment then in effect and (2) when aggregated to at such time; provided, however, that no Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Borrowing shall exceed the amount aggregate of the Swing Line Sublimit or (y) at the time of such Swing Line Advance, the aggregate Unused Revolving Credit Commitments of the LendersRevolving Credit Lenders at such time. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $500,000 or an integral multiple of $100,000 in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to in the other terms and conditions hereoffirst sentence of this subsection (d), the Borrowers Borrower may borrow under this Section 2.202.01(d), repay pursuant to Section 2.04(d) or prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under pursuant to Section 2.06(a), ) and reborrow under this Section 2.202.01(d). Immediately upon the making of a Swing Line Advance, each Revolving Credit Lender shall be deemed to have purchasedto, and hereby irrevocably and unconditionally agrees to purchaseto, purchase from the applicable Swing Line Lender Bank a risk participation in such Swing Line Advance in an amount equal to the product of such Lender’s ratable share Pro Rata Share times the amount of such Swing Line Advance.

The Swing Line Advances. (a) Subject to Each Swing Line Bank severally agrees, on the terms and conditions hereinafter set forth hereinforth, each to make Swing Line Lender severally agrees Advances to make a portion of the credit otherwise available Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension of credit under subsection (b) of this Section 2.20. Such Swing Line Advances shall be denominated in Euros and, in the aggregate, an aggregate amount which shall not exceed (x) at any time outstanding the amount set opposite such Swing Line Bank's name on the signature pages hereof under the caption "Swing Line Commitments" (such amount being such Swing Line Bank's "Swing Line Commitment"); provided, however, that the aggregate amount of all Swing Line Advances outstanding at any time shall not exceed $127,500,000 (the "Swing Line Facility") and, provided further that no Swing Line Borrowing shall be made if, following the making of such Swing Line Borrowing, either (i) for each Swing Line Lender (1) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding the Unused Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all Swing Line Advances, Commitments of the Lenders shall be less than the aggregate unpaid principal amount of the Swing Line Sublimit Advances or (yii) at the time of such Swing Line Advance, the aggregate Unused amount of the Advances then outstanding would exceed the aggregate amount of the Revolving Credit Commitments of the Lenders. Within No Swing Line Advance shall be used for the foregoing limitspurpose of funding 15 20 the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $100,000 or an integral multiple of $10,000 in excess thereof and shall be made, at the determination of the Borrower, either (i) as a Base Rate Advance, (ii) as a Swing Line Cost of Funds Advance or (iii) as an Advance bearing interest as the Borrower and subject to the other Applicable Swing Line Bank shall otherwise agree. The terms and conditions hereofof the Swing Line Commitment of any Swing Line Bank and the Swing Line Advances made by any such Swing Line Bank (other than terms and conditions relating to the amount of the Swing Line Commitment, interest rate, tenor or term of any such Swing Line Advance) may be modified from the terms and conditions provided herein upon mutual agreement of the Borrower and such Swing Line Bank. Within the limits of the Swing Line Facility and within the limits referred to in this Section, the Borrowers Borrower may borrow under this Section 2.20, prepay Swing Line Advances under Section 2.10 or repay Swing Line Advances under Section 2.06(a2.01(b), repay pursuant to Section 2.06 or prepay pursuant to Section 2.11 and reborrow under this Section 2.20. Immediately upon the making of a Swing Line Advance, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance2.01(b).

The Swing Line Advances. (a) Subject to Each Swing Line Bank agrees, on the terms and conditions hereinafter set forth hereinforth, to make Swing Line Advances denominated in US Dollars (in the case of each Swing Line Lender severally agrees Bank) or Euro (in the case of Citibank, N.A.) to make a portion of the credit otherwise available any Borrower from time to time to the Borrowers by making swing line advances (“Swing Line Advances”) on any Business Day during the period from the Effective Date date hereof until the Termination Date applicable to such Swing Line Lender to the Borrower requesting such extension (i) in an aggregate amount (based in respect of credit under subsection (b) of this Section 2.20. Such any Swing Line Advances shall to be denominated in Euros and, Euro by reference to the Equivalent thereof in US Dollars determined on the aggregate, shall date of delivery of the applicable Notice of Swing Line Borrowing) not to exceed (x) at any time outstanding $750,000,000 (i) for each the “Swing Line Lender (1Facility”) such Swing Line Lender’s Swing Line Commitment then in effect and (2) when aggregated to such Swing Line Lender’s outstanding Revolving Credit Advances and such Swing Line Lender’s unfunded participations in Swing Line Advances made by any other Swing Line Lender, such Swing Line Lender’s Revolving Credit Commitment then in effect and (ii) for all in an amount (based in respect of any Swing Line Advances, Advances to be denominated in Euro by reference to the amount Equivalent thereof in US Dollars determined on the date of delivery of the applicable Notice of Swing Line Sublimit or Borrowing) for each such Advance not to exceed (unless waived by the Administrative Agent and the applicable Swing Line Bank) (x) the unused Swing Line Commitment of the applicable Swing Line Bank, (y) at the time Unused Revolving Credit Commitment of such the applicable Swing Line Advance, Bank (or its Affiliate) and (z) the aggregate Unused Revolving Credit Commitments of the LendersLenders on such Business Day. No Swing Line Advance shall be used for the purpose of funding the payment of principal of any other Swing Line Advance. Each Swing Line Borrowing shall be in an amount of $5,000,000 or €5,000,000 as applicable, or an integral multiple of $1,000,000 or €1,000,000, as applicable, in excess thereof. Within the foregoing limits, limits of the Swing Line Facility and subject within the limits referred to the other terms and conditions hereofin clause (ii) above, the Borrowers may borrow under this Section 2.202.01(e), prepay Swing Line Advances under pursuant to Section 2.10 or repay Swing Line Advances under Section 2.06(a), 2.11 and reborrow under this Section 2.20. Immediately upon 2.1(e), provided, that no Borrower shall use the making proceeds of a any Swing Line Advance to refinance any outstanding Swing Line Advance. Notwithstanding the foregoing, each Lender shall be deemed to have purchased, and hereby irrevocably and unconditionally agrees to purchase, from the applicable Swing Line Lender a risk participation in such Swing Line Advance in an amount equal to such Lender’s ratable share of such Swing Line Advance.neither any Canadian Borrower nor any Australian Borrower may borrow under this Section 2.1(e). (f)