Common use of The Swing Line Loans Clause in Contracts

The Swing Line Loans. Subject to the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line Loans. Subject to the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, Lender agrees to make loans (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such timeLender, plus such Revolving Credit Lender’s Applicable Percentage Pro Rata Share of the Outstanding Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit CommitmentCommitment then in effect; and provided further that provided, further, that, the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share times the amount of such Swing Line Loan.

The Swing Line Loans. Subject to the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, Lender agrees to make loans (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such timeLender, plus such Revolving Credit Lender’s Applicable Percentage Pro Rata Share of the Outstanding Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit CommitmentCommitment then in effect; and provided further that further, that, the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share times the amount of such Swing Line Loan.

The Swing Line Loans. Subject to the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line Loans. (a) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Swing Line Lender agrees, severally and not jointly, to make Swing Line Loans in Euros to the Borrowers, at any time and from time to time on and after the date hereof and until the earlier of the Maturity Date and the termination of the Swing Line Commitment of such Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans an amount that shall not exceed (each such loan, a “Swing Line Loan”x) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed 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 with such Swing Line Lender’s outstanding Revolving Loans and outstanding Swing Line Loans and such Swing Line Lender’s unfunded participations in Swing Line Loans made by any other Swing Line Lender, such Swing Line Lender’s Revolving Commitment then in effect and (ii) for all Swing Line Loans, the amount of the Swing Line Sublimit, notwithstanding Sublimit or (y) at the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount time of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount unused Revolving Commitments of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Lenders. The Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of comprising any Swing Line Loan to refinance any outstanding Swing Line LoanBorrowing shall be in an aggregate principal amount that is an integral multiple of €1,000,000 and not less than €10,000,000. Within the foregoing limits, the Borrowers may borrow, pay or prepay and reborrow Swing Line Loans hereunder, on and after the Effective Date and prior to the Maturity Date, subject to the other terms terms, conditions and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Ratelimitations set forth herein. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed toto have purchased, and hereby irrevocably and unconditionally agrees toto purchase, purchase from the applicable Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount Share of such Swing Line Loan.

The Swing Line Loans. (a) Subject to the terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, Lender agrees to make loans (each such loan, a “Swing Line Loan”) Loans to the Borrower Company denominated in Dollars or in an Offshore Currency from time to time on any Business Day during prior to the Availability Period Termination Date in an aggregate principal amount at any one time outstanding not to exceed at any time outstanding the amount a Dollar Equivalent of the Swing Line Sublimit, notwithstanding the fact $30,000,000; provided that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that (i) after giving effect to any Swing Line Loan, (i) the Total Effective Amount of all Revolving Credit Outstandings Loans, Swing Line Loans and L/C Obligations at such time shall not exceed the Revolving Credit Facility Aggregate Commitment at such time, and (ii) the aggregate Outstanding Swing Line Lender shall not be required to make a Swing Line Loan to refinance an outstanding Swing Line Loan, (iii) the Effective Amount of all outstanding Offshore Currency Loans plus the Effective Amount of all outstanding Swing Line Loans denominated in Offshore Currencies shall not exceed the Offshore Currency Loan Sublimit and (iv) notwithstanding Section 2.01, the Effective Amount of the Revolving Credit Loans and Swing Line Loans of any Revolving Credit Lender at such timethe Swing Line Lender, plus such Revolving Credit Lender’s Applicable Percentage the participation of the Outstanding Swing Line Lender in the Effective Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lendermay exceed JPMorgan’s Applicable Revolving Credit Percentage of Commitment so long as the Outstanding Amount of all condition set forth in the previous proviso is satisfied. Prior to the Termination Date, the Company may use the Swing Line Commitment by borrowing, prepaying the Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limitsin whole or in part, and subject to reborrowing, all in accordance with the other terms and conditions hereof, . All Swing Line Loans denominated in Dollars shall bear interest at the Borrower may borrow under this Section 2.04, prepay under Section 2.05, Base Rate plus the Applicable Margin for Base Rate Loans and reborrow under this Section 2.04shall not be entitled to be converted into Loans that bear interest at any other rate. Each Swing Line Loan denominated in an Offshore Currency shall bear interest only at a rate based on separately agreed to by the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, Company and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation Lender; provided that upon the purchase by the Lenders of participating interests in such Swing Line Loan in an amount equal pursuant to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of clause (e) below, such Swing Line LoanLoan shall be redenominated in Dollars on the basis of the Spot Rate and shall thereafter bear interest at the Base Rate plus the Applicable Margin for Base Rate Loans.

The Swing Line Loans. 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, and without any commitment whatsoever by the Swing Line Bank to do so, make, on the terms and conditions hereinafter set forth hereinforth, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) Loans to the Borrower from time to time on any Business Day during the Availability Period period from the date hereof until the Revolving Credit Loan Maturity Date in an aggregate amount for the Borrower not to exceed at any time outstanding $10,000,000 (the "Swing Line Facility"), PROVIDED, HOWEVER, that while the outstanding amount of the all outstanding Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Loans and outstanding Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, made by a Bank may exceed the amount of such Lender’s Revolving Credit Bank's Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount amount of all Swing Line Loans at such time outstanding shall not exceed such Lender’s the Total Commitment LESS all Revolving Credit Commitment; Loans outstanding, LESS the Maximum Drawing Amount and provided further that the Borrower shall not use the proceeds all Unpaid Reimbursement Obligations with respect to all Letters of any Credit. No Swing Line Loan to refinance shall be used for the purpose of funding the payment of principal of any outstanding other Swing Line Loan. Each Swing Line Borrowing shall be in an amount of $100,000 or an integral multiple of $100,000 in excess thereof and shall consist of a Base Rate Loan (and may not be a Eurodollar Rate Loan). Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in clause (b) above, and subject so long as the Swing Line Bank, in its sole discretion, elects to the other terms and conditions hereofmake Swing Line Loans, the a Borrower may borrow under this Section 2.04sec.2.2.1, prepay under Section 2.05, repay pursuant to sec.3.1.2 or repay pursuant to sec.3.3(b) and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loansec.2.2.1.

The Swing Line Loans. Subject to and upon the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, Lender agrees to make revolving loans (each such revolving loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, provided that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such timeLender, plus such Revolving Credit Lender’s Applicable Percentage Pro Rata Share of the Outstanding Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment then in effect; and provided further provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share times the amount of such Swing Line Loan.

The Swing Line Loans. (a) Subject to the terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, Lender may, in its sole discretiondiscretion (subject to Section 2.05(b)), make Swing Line loans in Dollars or such other currency as may be agreed to by the Administrative Agent (each such loan, a “"Swing Line Loan”") to the any Borrower from time to time on any Business Day during the Availability Period period from the Closing Date to the Swing Line Termination Date in accordance with the procedures set forth in this Section 2.05 in an aggregate amount Equivalent Amount at any one time outstanding not to exceed at any time outstanding the least of (x) the aggregate available amount of the Revolving Loan Commitments, (y) $8,000,000 (the "Swing Line SublimitCommitment Amount") and (z) the Borrowing Base, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Swing Line Lender's outstanding Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and its Pro Rata Share of L/C Obligations of the Lender acting as Swing Line LenderObligations, may exceed the Swing Line Lender's Pro Rata Share of the aggregate amount of such Lender’s the Revolving Credit CommitmentLoan Commitments; provided, however, provided that after giving effect to any Swing Line Loan, at no time shall the sum of (i) the Total Effective Amount of all outstanding Revolving Credit Outstandings shall not exceed Loans (including for the Revolving Credit Facility at such time, and purposes hereof Swing Line Loans) plus (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Effective Amount of all L/C Obligations at such exceed the lesser of (a) the Aggregate Revolving Loan Commitment and (b) the Borrowing Base. Upon the approval of the Administrative Agent, the Swing Line Commitment Amount may be subdivided, from time to time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage into commitments of one or more specified branches of the Outstanding Amount of all Swing Line Lender so that Swing Line Loans may be made available by the Swing Line Lender through such branch in local currencies and at local times in an aggregate amount for such time branch not to exceed its designated portion of the Swing Line Commitment Amount, provided that the aggregate of such subdivided commitments shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line LoanCommitment Amount. Within the foregoing limits, and subject Subject to the other terms and conditions hereof, the a Borrower may borrow under this Section 2.042.05(a), prepay under pursuant to Section 2.052.05(d), and reborrow under pursuant to this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase 2.05(a) from time to time; provided that the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal shall not be obligated to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such make any Swing Line Loan.

The Swing Line Loans. Subject The Company may request any Swing -------------------- Line Lender to make, and such Swing Line Lender may, if in its sole discretion it elects to do so, and without any commitment whatsoever by any such Swing Line Lender to do so, make, on the terms and conditions hereinafter set forth hereinforth, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) Loans to the Borrower Company from time to time on any Business Day during the Availability Period period from the date hereof until the Revolving Credit Loan Maturity Date in an aggregate amount (for the Swing Line Loans of all Swing Line Lenders taken together) not to exceed at any time outstanding $10,000,000 in the amount of aggregate (the "Swing Line SublimitFacility"), notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any while the outstanding -------- ------- amount of all outstanding Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, Loans and (ii) the aggregate Outstanding Amount of the outstanding Revolving Credit Loans of any made by a Lender may exceed such Lender's Revolving Credit Lender at such timeCommitment, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount aggregate amount of all Swing Line Loans at such time outstanding shall not exceed such Lender’s the Total Revolving Commitment less all Revolving ---- Credit Commitment; Loans outstanding less the Maximum Drawing Amount and provided further that the Borrower shall not use the proceeds all ---- Unpaid Reimbursement Obligations with respect to all Letters of any Credit. No Swing Line Loan to refinance shall be used for the purpose of funding the payment of principal of any outstanding other Swing Line Loan or of any Multicurrency Swing Line Loan. Each Swing Line Borrowing shall be in an amount of $100,000 or an integral multiple of $100,000 in excess thereof and shall consist of a Base Rate Loan. Swing Line Loans must be Base Rate Loans only, and may not be Eurodollar Rate Loans. Within the foregoing limitslimits of the Swing Line Facility and within the limits referred to in (S)2.1(b) above, and subject so long as any Swing Line Lender, in its sole discretion, elects to the other terms and conditions hereofmake Swing Line Loans, the Borrower Company may borrow under this Section 2.04(S)2.2.1, prepay under Section 2.05, repay pursuant to (S)2.12.1 or repay pursuant to (S)2.12.3 and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan(S)2.2.1.

The Swing Line Loans. Subject to the terms and conditions set forth herein, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such LenderXxxxxx’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line Loans. Subject (a) The Swing Line Bank hereby agrees, subject to the limitations set forth below with respect to the maximum amount of Swing Line Loans permitted to be outstanding from time to time and subject to the other terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements to make a portion of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) Revolving Loan Commitments available to the Borrower from time to time on any during the period from the Business Day during immediately following the Availability Period Closing Date to but excluding the second day prior to the Termination Date by making Swing Line Loans to the Borrower in an aggregate amount not to exceed at any time outstanding exceeding the amount of the Swing Line SublimitLoan Commitment (as defined below) to be used for the purposes identified in Section 2.08(a), notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Swing Line Bank's outstanding Revolving Credit Percentage Loans may exceed its Revolving Loan Commitment. The Swing Line Bank's commitment to make Swing Line Loans to the Borrower pursuant to this Section 2.02(a) is herein called its "SWING LINE LOAN COMMITMENT," and the original amount of the Outstanding Amount of Revolving Credit Loans Swing Line Loan Commitment is $5,000,000 and L/C Obligations may not be increased without the consent of the Lender acting as Swing Line Lender, Bank and the Required Banks. Amounts borrowed under this Section 2.02(a) may exceed be repaid and reborrowed to but excluding the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect second day prior to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of Termination Date on which second day all Swing Line Loans at such time and all other amounts owed hereunder with respect to the Swing Line Loans shall not exceed such Lender’s Revolving Credit Commitment; be paid in full by the Borrower. Anything contained in this Agreement to the contrary notwithstanding, the Swing Line Loans and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and Commitment shall be subject to the other terms following limitations in the amounts and conditions hereof, during the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.periods indicated:

The Swing Line Loans. Subject (A) The Swing Line Bank hereby agrees, subject to the limitations set forth below with respect to the maximum amount of Swing Line Loans permitted to be outstanding from time to time and subject to the other terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements to make a portion of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) Revolving Loan Commitments available to the Borrower from time to time on any during the period from the Business Day during immediately following the Availability Period Effective Date to but excluding the second day prior to the Termination Date by making Swing Line Loans to the Borrower in an aggregate amount not to exceed at any time outstanding exceeding the amount of the Swing Line SublimitLoan Commitment (as defined below) to be used for the purposes identified in Section 2.08(a), notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Swing Line Bank's outstanding Revolving Credit Percentage Loans may exceed its Revolving Loan Commitment. The Swing Line Bank's commitment to make Swing Line Loans to the Borrower pursuant to this Section 2.02(a) is herein called its "SWING LINE LOAN COMMITMENT," and the original amount of the Outstanding Amount of Revolving Credit Loans Swing Line Loan Commitment is $15,000,000 and L/C Obligations may not be increased without the consent of the Lender acting as Swing Line Lender, Bank and the Required Banks. Amounts borrowed under this Section 2.02(a) may exceed be repaid and reborrowed to but excluding the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect second day prior to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of Termination Date on which second day all Swing Line Loans at such time and all other amounts owed hereunder with respect to the Swing Line Loans shall not exceed such Lender’s Revolving Credit Commitment; be paid in full by the Borrower. Anything contained in this Agreement to the contrary notwithstanding, the Swing Line Loans and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and Commitment shall be subject to the other terms following limitations in the amounts and conditions hereof, during the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.periods indicated:

The Swing Line Loans. Subject to the terms and conditions set forth herein, the KeyBank, in its capacity as Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings Exposure shall not exceed the aggregate Revolving Credit Facility at such time, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such timeLender, plus such Revolving Credit Lender’s Applicable Percentage Pro Rata Share or other applicable share provided for under this Agreement of the 80 #4865-3972-4350v17 Outstanding Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such LenderXxxxxx’s Revolving Credit CommitmentCommitment then in effect; and provided further provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit LenderXxxxxx’s Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.

The Swing Line Loans. Subject (A) The Swing Line Bank hereby agrees, subject to the limitations set forth below with respect to the maximum amount of Swing Line Loans permitted to be outstanding from time to time and subject to the other terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements to make a portion of the other Lenders set forth in this Section 2.04, may, in its sole discretion, make loans (each such loan, a “Swing Line Loan”) Revolving Loan Commitments available to the Borrower from time to time on any during the period from the Business Day during immediately following the Availability Period Effective Date to but excluding the second day prior to the Termination Date by making Swing Line Loans to the Borrower in an aggregate amount not to exceed at any time outstanding exceeding the amount of the Swing Line SublimitLoan Commitment (as defined below) to be used for the purposes identified in Section 2.08(a), notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Swing Line Bank's outstanding Revolving Credit Percentage Loans may exceed its Revolving Loan Commitment. The Swing Line Bank's commitment to make Swing Line Loans to the Borrower pursuant to this Section 2.02(a) is herein called its "SWING LINE LOAN COMMITMENT," and the original amount of the Outstanding Amount of Revolving Credit Loans Swing Line Loan Commitment is $10,000,000 and L/C Obligations may not be increased without the consent of the Lender acting as Swing Line Lender, Bank and the Required Banks. Amounts borrowed under this Section 2.02(a) may exceed be repaid and reborrowed to but excluding the amount of such Lender’s Revolving Credit Commitment; provided, however, that after giving effect second day prior to any Swing Line Loan, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such time, plus such Revolving Credit Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations at such time, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of Termination Date on which second day all Swing Line Loans at such time and all other amounts owed hereunder with respect to the Swing Line Loans shall not exceed such Lender’s Revolving Credit Commitment; be paid in full by the Borrower. Anything contained in this Agreement to the contrary notwithstanding, the Swing Line Loans and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and Commitment shall be subject to the other terms following limitations in the amounts and conditions hereof, during the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.periods indicated:

The Swing Line Loans. (a) Subject to the terms and conditions set forth hereinhereof, the Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, Lender agrees to make loans (each such loan, a “Swing Line Loan”) Loans to the Borrower Company denominated in Dollars or in an Offshore Currency from time to time on any Business Day during prior to the Availability Period Termination Date in an aggregate principal amount at any one time outstanding not to exceed at any time outstanding the amount a Dollar Equivalent of the Swing Line Sublimit, notwithstanding the fact $20,000,000; provided that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Credit Commitment; provided, however, that (i) after giving effect to any Swing Line Loan, (i) the Total Effective Amount of all Revolving Credit Outstandings Loans, Swing Line Loans and L/C Obligations at such time shall not exceed the Revolving Credit Facility Aggregate Commitment at such time, and (ii) the Swing Line Lender shall not be required to make a Swing Line Loan to refinance an outstanding Swing Line Loan, (iii) the Effective Amount of all outstanding Offshore Currency Loans plus the Effective Amount of all outstanding Swing Line Loans denominated in Offshore Currencies shall not exceed the Offshore Currency Loan Sublimit and (iv) notwithstanding Section 2.01, the aggregate Outstanding Amount amount of the Revolving Credit Loans and Swing Line Loans of any Revolving Credit Lender at such timethe Swing Line Lender, plus such Revolving Credit Lender’s Applicable Percentage the participation of the Outstanding Swing Line Lender in the Dollar Equivalent of the Effective Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of may exceed JPMorgan's Commitment so long as the Outstanding Amount of all condition set forth in the previous proviso is satisfied. Prior to the Termination Date, the Company may use the Swing Line Commitment by borrowing, prepaying the Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit Commitment; and provided further that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limitsin whole or in part, and subject to reborrowing, all in accordance with the other terms and conditions hereof, . All Swing Line Loans denominated in Dollars shall bear interest at the Borrower may borrow under this Section 2.04, prepay under Section 2.05, Base Rate and reborrow under this Section 2.04shall not be entitled to be converted into Loans that bear interest at any other rate. Each Swing Line Loan denominated in an Offshore Currency shall bear interest only at a rate based on separately agreed to by the Base Rate. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, Company and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation Lender; provided that upon the purchase by the Lenders of participating interests in such Swing Line Loan in an amount equal pursuant to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of clause (e) below, such Swing Line LoanLoan shall be redenominated in Dollars on the basis of the Spot Rate and shall thereafter bear interest at the Base Rate.

The Swing Line Loans. Subject to the terms and conditions set forth herein, the KeyBank, in its capacity as Swing Line Lender, in reliance upon the agreements of the other Lenders set forth in this Section 2.04, may, in its sole discretion, agrees to make loans in Dollars to the Borrower (each such loan, a “Swing Line Loan”) to the Borrower ), from time to time on any Business Day during the Availability Period period beginning on the Business Day after the Closing Date and until the Maturity Date of the Revolving Credit Facility in an aggregate principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Loans, when aggregated with the Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and L/C Obligations of the Lender acting as Swing Line Lender, may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that after giving effect to any Swing Line Loan, (i) the Total Revolving Credit Outstandings Exposure shall not exceed the aggregate Revolving Credit Facility at such time, Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender at such timeLender, plus such Revolving Credit Lender’s Applicable Percentage Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C Obligations at such timeObligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans at such time shall not exceed such Lender’s Revolving Credit CommitmentCommitment then in effect; and provided further provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s Applicable Revolving Credit Percentage Pro Rata Share or other applicable share provided for under this Agreement times the amount of such Swing Line Loan.