Common use of The Swing Line Clause in Contracts

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension Borrowing may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.2, shall may in its sole discretion make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrowers from time to time on any Business Day during from and including the Availability Period Transaction Closing Date and prior to the Termination Date in an aggregate amount not to exceed at any time outstanding $25,000,000, notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Outstanding Pro Rata Share of the outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount amount of all Swing Line Loans the Revolving Credit Obligations shall not exceed the Swing Line Subfacility, Adjusted Aggregate Commitment and (ii) the Total Revolving amount of the Financial Credit Outstandings Obligations shall not exceed the Revolving Financial Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentSublimit, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by making such Credit Extension Swing Line Loan may have, Fronting Exposure exposure in respect of the Swing Line Loans to any Defaulting Lender (after giving effect to Section 2.19(a)(iv2.22(c)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow and repay under this Section 2.042.2, prepay under Section 2.052.4, and reborrow under this Section 2.042.2. Each Swing Line Loan shall bear interest only at be a rate based Floating Rate Loan. The Borrowers shall repay each Swing Line Loan on the Base Rateearlier to occur of (A) the date ten Business Days after such Loan is made and (B) the Termination Date. 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 Lenders 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. Subject to the terms and conditions set forth herein, each after the Closing Date, the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans (each such loan, a “Swing Line Loan”) to the Borrower in Dollars from time to time on any Business Day during the Availability Period for the Aggregate Revolving Commitments in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iiiii) after giving effect to any Swing Line Loan, the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiii) after giving effect to any Swing Line Loan, the sum of (without duplication) (A) the Revolving Credit Exposure of the Swing Line Lender, plus (B) the Outstanding Amount of all Swing Line Loans, shall not exceed the Swing Line Lender’s Revolving Commitment, (iv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (zv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 the rate based on the Base Rateper annum specified in Section 2.08(a)(iii). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itmay, in its sole and absolute discretion and in reliance upon the agreements of the other Revolving Credit U.S. Lenders set forth in this Section 2.04, shall make loans in Dollars (each such loan, a “Swing Line Loan”) to the U.S. Borrower in connection with the U.S. Revolving Credit Facility 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 Loan Sublimit, notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Adjusted Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s U.S. Revolving Credit Commitment; provided, however, that (x) after giving effect to the making of any Swing Line Loan (other than Protective Advances) the Availability Conditions would be satisfied; provided, further, that after giving effect to the making of any Swing Line Loan, (iA) the aggregate Euros Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line SubfacilityEuro Sublimit, (iiB) the Total Revolving Credit Outstandings Sterling Outstanding shall not exceed the Revolving Credit Facility Sterling Sublimit and (iiiC) the Revolving Credit Exposure of any Revolving Credit Lender Yen Outstanding shall not exceed such Revolving Credit Lender’s Revolving Credit Commitmentthe Yen Sublimit at any time; provided, (y) further, that the U.S. Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the U.S. 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 Lenders a Lender risk participation participations 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 as Swing Line LoanParticipations in the manner set forth in Section 2.04(b).

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans (each such loan, a “Swing Line Loan”) to the either 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiii) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall 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 Swing Line Lender’s Swing Line Sublimit; and, when aggregated with Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in Loans, L/C Obligations of such Swing Line Lender, shall not and Competitive Loans may exceed the amount of such the Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iiiii) the aggregate Outstanding Amount of the Revolving Credit Exposure Loans of any Revolving Credit Lender Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Competitive Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the no Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv2.18(a)(iv)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and reborrow under this Section 2.042.05. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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, 68208499_3 notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each after the Closing Date, the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans (each such loan, a “"Swing Line Loan”") to the Borrower in Dollars from time to time on any Business Day during the Availability Period for the Aggregate Revolving Commitments in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iiiii) after giving effect to any Swing Line Loan, the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s 's Revolving Credit Commitment, (yiii) after giving effect to any Swing Line Loan, the sum of (without duplication) (A) the Revolving Credit Exposure of the Swing Line Lender, plus (B) the Outstanding Amount of all Swing Line Loans, shall not exceed the Swing Line Lender's Revolving Commitment, (iv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (zv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 the rate based on the Base Rateper annum specified in Section 2.08(a)(iii). 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 Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s 's Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.08, shall make loans 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, notwithstanding that the Swing Line Loans outstanding at any time, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitmentother outstanding Loans, may exceed the Swing Line Sublimit then in effect; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Total Accrued Loan Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, aggregate amount of the Lenders’ Commitments and (ii) the Total Revolving Extensions of Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no at any time there is a Defaulting Lender, the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension extension of credit may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.08, prepay under Section 2.052.09, and reborrow under this Section 2.042.08. Each Swing Line Loan shall bear interest only at be a rate based on Base Rate Loan and shall become due and payable upon the Base Rateearlier of (x) the Maturity Date and (ii) the date that is five Business Days following the date such Swing Line Loan was made. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans (each such loan, a “Swing Line Loan”) to the Borrower Company, in Dollars, from time to time on any Business Day during the Availability Period for the Aggregate Revolving Commitments in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iiiii) after giving effect to any Swing Line Loan, the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiii) after giving effect to any Swing Line Loan, the sum of (without duplication) (A) the Borrower Revolving Credit Exposure of the Swing Line Lender, plus (B) the Outstanding Amount of all Swing Line Loans, shall not exceed the Swing Line Lender’s Revolving Commitment, (iv) the Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (zv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 the rate based on the Base Rateper annum specified in Section 2.08(a)(iii). 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 Lenders 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. (a) Subject to the terms and conditions set forth hereinin this Agreement, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, Bank shall 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 such make Swing Line Lender’s Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation denominated in L/C Obligations of Dollars to Borrower in such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitmentamounts as Borrower may request; provided, however, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans Outstandings shall not exceed the Swing Line SubfacilityCommitment and the Borrower shall be in compliance with Sections 2.1(a) and 2.4(a), (ii) after giving effect to such Swing Line Loan, the Total Revolving Credit aggregate Swing Line Outstandings plus the aggregate Dollar Equivalent principal amount of all other Outstanding Obligations shall not exceed the Revolving Credit Facility combined Commitments, and (iii) the Revolving Credit Exposure of any Revolving Credit Lender Swing Line Bank shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) have given at least 24 hours prior notice to Borrower that availability under the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, is suspended or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))terminated. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.04borrow, prepay under Section 2.05, repay and reborrow under this Section 2.04Section. Unless notified to the contrary by the Swing Line Bank, Borrowings under the Swing Line may be made only in amounts which are integral multiples of $100,000 upon Requisite Notice made to the Swing Line Bank not later than 2:00 p.m. Each such request for a Swing Line Loan shall bear interest only constitute a representation and warranty by Borrower that the conditions set forth in Sections 4.2(a) and (b) are satisfied. Promptly after receipt of such request, the Swing Line Bank shall obtain telephonic verification from the Administrative Agent that there is availability for such Swing Line Loan under the Commitments. Unless notified to the contrary by the Swing Line Bank, each repayment of a Swing Line Loan shall be in an amount which is an integral multiple of $100,000. If Borrower instructs the Swing Line Bank to debit its Designated Deposit Account at a rate based on the Base Rate. Immediately upon Swing Line Bank in the making amount of any payment with respect to a Swing Line Loan, each Revolving Credit Lender or the Swing Line Bank otherwise receives repayment, after 2:00 p.m., such payment shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from received on the next Business Day. The Swing Line Bank shall promptly notify the Administrative Agent of the Swing Line Lenders Loan Outstandings each time there is 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 Loanchange therein.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Revolving Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Revolving Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment (other than that of the Swing Line Lender as set forth above), (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 be deemed a Base Rate Loan notwithstanding anything to the contrary in Section 2.08(a)(iii) regarding the interest only at a rate based on the Base Rateapplicable to such Swing Line 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 Lenders 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. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a LIBOR Rate Loan. The Borrowers jointly and severally promise to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.07(b) or such earlier date as required hereunder.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 principal amount not to exceed at any time outstanding the amount of the Swing Line Sublimit, notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may will have, Fronting Exposure (after giving effect to the provisions of Section 2.19(a)(iv2.16(a)(iv)), Fronting Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, the Total Outstandings shall not exceed the Aggregate Revolving Commitments, (iii) after giving effect to any Swing Line Loan, the Revolving Credit Exposure of any Lender shall not exceed such Lender’s Revolving Commitment, (iii) after giving effect to any Swing Line Loan, the sum of (without duplication) (A) the aggregate Revolving Credit Exposure of the Swing Line Lender, plus (B) the Outstanding Amount of all Swing Line Loans Loans, shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (zv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 the rate based on the Base Rateper annum specified in Section 2.08(a)(iii). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Facility, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itmay, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall agree in its sole discretion 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations Exposure of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount Revolving Credit Exposure of all Swing Line Loans Revolving Credit Lenders shall not exceed the Swing Line Subfacility, Aggregate Revolving Credit Commitments and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the aggregate Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))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 Lenders 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 Pro Rata Share of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall agrees to make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrower, in Dollars, from time to time on any Business Day during the Availability Period that it is making such loans available to its other commercial banking customers, 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans in Euros (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations Exposure of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount Revolving Credit Exposures of all Swing Line Loans the Lenders shall not exceed the Swing Line Subfacilityaggregate Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension Swing Line Loan may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.04borrow, 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 RateLoans. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iix)(i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Maximum Borrowing Amount at the time of such Swing Line Loan, and (iiiii) the Revolving Credit Exposure of any such Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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. 140812225 v1 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company from time to time on any Business Day during the Availability Period 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit LenderXxxxxx’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such outstanding the amount of its Swing Line Lender’s Swing Line Sublimit; Sublimit and, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the 64917431 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall may in its sole discretion make loans in Dollars (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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and reborrow under this Section 2.042.05. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as the Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 2.052.04, 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans denominated in Dollars (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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit LenderXxxxxx’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itmay, in its sole and absolute discretion and in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower in connection with the Revolving Credit Facility 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 Loan Sublimit, notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Adjusted Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to the making of any Swing Line Loan, Loan (iother than Overadvance Loans and Protective Advances) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line SubfacilityAvailability Conditions would be satisfied; provided, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitmentfurther, (y) that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))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 Lenders a Lender risk participation participations 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 as Swing Line LoanParticipations in the manner set forth in Section 2.04(b).

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such outstanding the amount of its Swing Line Lender’s Swing Line Sublimit; Sublimit and, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans (each such loan, a “Swing Line Loan”) to the either 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiii) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Alternate 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 885707.04-LACSR02A - MSW NAI-1535672020v11535672020v8 from the Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Tranche 1 Lenders set forth in this Section 2.04, shall may in its sole discretion, make loans (each such loan, a “Swing Line Loan”) to (i) in the case of Bank of America, the Company, which shall consist of Swing Line Loans denominated in Dollars, in an aggregate principal amount not to exceed the Swing Line Dollar Sublimit, and (ii) in the case of each of Bank of America and JPMorgan Chase Bank, N.A. any Designated Borrower (other than any Designated Borrower that is organized in the United States or Singapore) approved by both of the Swing Line Euro Lenders, which shall consist of Swing Line Loans denominated in Euro, in an aggregate principal amount not to exceed (1) the Swing Line Euro Sublimit, (2) in the case of Bank of America, a Dollar Equivalent of $162,500,000 and (3) in the case JPMorgan Chase Bank, N.A., a Dollar Equivalent of $162,500,000, in each case from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit CommitmentPeriod; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Tranche 1 Outstandings shall not exceed the Revolving Credit Facility Aggregate Tranche 1 Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Tranche 1 Lender shall not exceed such Revolving Credit Tranche 1 Lender’s Revolving Credit Tranche 1 Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the applicable Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan denominated in (i) Dollars shall bear interest only at be a rate based on the Base RateRate Loan and (ii) Euros shall be an Euro Overnight Rate Loan. Immediately upon the making of a Swing Line Loan, each Revolving Credit Tranche 1 Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the applicable Swing Line Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Tranche 1 Lender’s Applicable Revolving Credit Tranche 1 Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall hereby agrees to make (or in the case of Euros, to cause its Designated Euro Lending Affiliate to make) loans in Dollars or Euros (each such loan, a “Swing Line Loan”) to any Borrower that is a Domestic Subsidiary (solely in the case of Swing Line Loans denominated in Dollars) and to any Borrower that is a Foreign Subsidiary (solely in the case of Swing Line Loans denominated in Euros) from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the applicable Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans made by such Swing Line Lender shall not exceed the such Swing Line SubfacilityLender’s Swing Line Commitment, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and (iv) no Lender shall have a Maximum Fronting Availability that is less than zero without its written consent, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan denominated in Dollars shall be a Base Rate Loan, and each Swing Line Loan denominated in Euros shall bear interest only at a rate based on the Base Overnight Rate, plus the Applicable Rate margin otherwise applicable to Revolving Borrowings that are Eurocurrency Rate Loans. 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 applicable Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall agrees to make loans in Dollars (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 such Swing Line Lender’s Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed outstanding the amount of such the Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans total Revolving Credit Exposure shall not exceed the Swing Line Subfacilitytotal Revolving Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.09, and reborrow under this Section 2.042.05. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itmay, but shall not be obligated to, make loans in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans 2.17 in Dollars (each such loan, a “"Swing Line Loan”") to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Revolving Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Revolving Lender’s 's Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Borrowing Base, and (iiiii) the Revolving Credit Exposure Outstandings of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s 's Revolving Credit Commitment, (y) and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limitslimits and subject to the discretion of the Swing Line Lender to make Swing Line Loans, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.042.17, 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 Rate2.17. 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 Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s 's Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and Aggregate Commitments, (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Commitment, and (iii) the amount of the Financial Credit CommitmentObligations shall not exceed the Financial Credit Sublimit, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 IBOR Rate for interest periods of one day plus the Applicable Rate for Eurodollar Rate Loans, or at the Borrower’s election, at the Base RateRate plus the Applicable Rate for Base Rate Loans, or with the prior written consent of the Swing Line Lender, any other agreed index rate plus the Applicable Rate for Eurodollar Rate Loans. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall agrees to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company from time to time on any Business Day during the Availability Period applicable to the Swing Line Lender 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lululemon Credit Agreement AMERICAS/2022747386.20 Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall shall; 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Facility, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lenders 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. Subject to all of the terms and conditions set forth hereinhereof and so long as no Default or Event of Default under this Agreement has occurred and is continuing, each Mercantile agrees to make loans to Borrower under a Swing Line Lender agrees that it("Swing Loans") during the Term of this Agreement which shall not in the aggregate at any time outstanding exceed the lesser of (i) the Swing Line Commitment, in reliance upon or (ii) the agreements difference between (x) the sum of the other Revolving Credit Commitments of all of the Lenders set forth in this Section 2.04, shall make loans and the Additional Commitments of all of the Lenders (each such loan, a “if then available) and (y) the amount of the Revolving Credit Loans and Alternate Currency Loans and the undrawn face amount of Letters of Credit then outstanding hereunder at the time of computation. The Swing Line Loan”) Commitment shall be available to the Borrower and may be availed of by Borrower from time to time on any Business Day time, and borrowings thereunder may be repaid and used again during the Availability Period in an aggregate amount not period ending on the last day of the Term hereof. All Swing Loans shall be made hereunder only as Base Rate Loans. All advances made by Mercantile to exceed at any time such Borrower under the Swing Line Lender’s shall be evidenced by the Swing Line Sublimit; and, when aggregated with Note of Borrower dated as of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such date hereof (the "Swing Line Lender, shall not exceed Note") payable to the order of Mercantile in the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) Commitment and being in the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)). 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 Lenders 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.form attached hereto as Exhibit B.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may will have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 either the Base Rate or the LIBOR Daily Floating Rate, as further provided herein. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (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 Lender’s Swing Line Sublimit; Loans and, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not maynot to exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions 64054670 49 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars to the Borrowers (on a joint and several basis) (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 until the date which is one (1) Business Day prior to the Maturity Date of the Participating Revolving Credit Commitments (taking into account the Maturity Date of any Participating Revolving Credit Commitment that will NAI-1537228099v31537241654v2 automatically come into effect on such Maturity Date) 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such the Swing Line Lender’s Revolving Credit Commitment; providedprovided that, however, that (x) after giving effect to any Swing Line Loan, Loan (i) the aggregate Outstanding Amount of all Swing Line Loans Revolving Exposure under such Participating Revolving Credit Commitments shall not exceed the Swing Line Subfacilityaggregate Participating Revolving Credit Commitments then in effect, and (ii) the Total aggregate Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Lender’s Participating Revolving Credit Lender’s Revolving Credit CommitmentCommitment then in effect; provided, (y) further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.04, prepay under Section 2.052.12, 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 Participating Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Revolving Commitments at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations and Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 the respect of the Revolving Credit Facility in Dollars in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 applicable Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itseverally agrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period applicable to such Swing Line Lender in an aggregate amount not to exceed at any time outstanding (i) for each Swing Line Lender, such Swing Line Lender’s Swing Line Sublimit; andCommitment or (ii) for all Swing Line Loans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) that after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Aggregate Commitments, and (ii) the aggregate Outstanding Amount of the Committed Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no that a Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 a Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall but in its sole discretion and without any obligation, to make loans (each such loan, a “Swing Line Loan”) to the Borrower Co-Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Co-Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Co-Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iix)(i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line 103167989_7 Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any each Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any a Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) in good faith that it has, or will by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C — BA Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, 59 90295627_3 the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion, make loans in Dollars (each such loan, a “Swing Line Loan”) to the Company or any Designated 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, Commitment and (y) the Borrower shall not use the no proceeds of any Swing Line Loan may be used 58 58 to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. (a) Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.22, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount total outstanding amount of all Advances plus outstanding Letters of Credit plus outstanding Swing Line Loans shall not exceed the Swing Line Subfacilityaggregate Revolving Credit Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by the making of such Credit Extension Swing Line Loan may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.22, prepay under Section 2.052.10, and reborrow under this Section 2.042.22. 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 Lenders 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 Ratable Share times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth -------------- herein, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 --------- period from the Closing Date to the Maturity Date 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Swing Line LenderLender in its capacity as a Lender of Committed Loans, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit 's Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, -------- ------- (i) the aggregate Outstanding Amount of all Swing Line Loans Credit Extensions shall not exceed the Swing Line SubfacilityAggregate Commitments, and (ii) any Lender's Pro Rata Share (in the Total Revolving Credit Outstandings shall not exceed case of the Revolving Credit Facility and (iiiSwing Line Lender, in its capacity as a Lender of Committed Loans) the Revolving Credit Exposure of any Revolving Credit Lender such Swing Line Loan shall not exceed such Revolving Credit Lender’s Revolving Credit 's Unused Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and ------------ ------------ reborrow under this Section 2.042.05; provided, however, that the Swing Line Lender ---------- -------- ------- may terminate or suspend its Commitment to make Swing Line Loans at any time in its sole discretion upon notice to the Borrower; and provided, further that the -------- ------- Borrower shall not borrow a Swing Line Loan for the purpose of repaying or prepaying an outstanding Swing Line Loan. Each Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan and be denominated in Dollars. Immediately upon the making of a Swing Line Loan, each Revolving Credit Lender shall automatically, and without the requirement of notice to or action by any Person, be deemed to, and hereby irrevocably and unconditionally agrees to, purchase to have purchased from the Swing Line Lenders 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 's Pro Rata Share times the amount of such Swing Line ----- Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender (other than the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, 68208499_7 or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans (each such loan, a “Swing Line Loan”) to the Company or a Designated Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iix) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility Commitments, and (iiiy) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yii) neither the Company nor any Designated Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziii) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company and the Designated Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and provided further that (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Notwithstanding anything in this Agreement to the contrary, each of the Borrower, Parent, Administrative Agent, and each Lender acknowledge and agree that, as of the First Amendment Effective Date (x) no Swing Line Loans are outstanding hereunder, (y) all commitments of Swing Line Lender to advance any Swing Line Loans hereunder are terminated and Swing Line Lender has no obligation to make any Swing Line Loans and (z) the Swing Line Sublimit is reduced to zero ($0.00).

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall CHAR1\1985879v4 not exceed such Revolving Credit LenderXxxxxx’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall severally but not jointly 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 such Swing Line Lender’s Swing Line Sublimit; andtime, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, the lesser (such lesser amount as to each Swing Line Lender is referred to as the “Swing Line Availability”) of (i) with respect to (x) PNC, $25,000,000, and (y) any other Swing Line Lender, $12,500,000, in each case as such amount may be reduced from time to time in accordance with the terms hereof (the foregoing with respect to such Swing Line Lender, the “Swing Line Sublimit”), and (ii) such Lender’s Commitment minus the aggregate Outstanding Amount of all Loans made by such Lender under the Revolving Credit Facility; provided, that after giving effect to any Swing Line Loans shall not exceed Loan, the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitments; provided, (y) further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and reborrow under this Section 2.042.05. If at any time the aggregate principal amount of the Swing Line Loans made by a Swing Line Lender outstanding at such time exceeds the Swing Line Availability of such Lender in effect at such time, the Borrower shall immediately pay the Administrative Agent for the account of such Swing Line Lender the amount of such excess. 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 applicable Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion, make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Toro 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, Commitment and (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it is has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Toro 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 (x) the Base Rate plus the Applicable Margin for Base Rate Loans or (y) such other rate based quoted to Toro by the Swing Line Lender on the Base Ratedate any Swing Line Loan shall be requested. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans in Dollars (each such loan, a “Swing Line Loan”) to the US 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the lesser of (A) the Revolving Credit Facility Aggregate Commitments and (iiiB) the Revolving Credit Availability Amount, and (ii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the US Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the US 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender(a) may, in its sole and absolute discretion and in reliance upon the agreements of the other Revolving Credit U.S. Lenders set forth in this Section 2.04, shall make loans in Dollars (each such loan, a “Swing Line Loan”) to the U.S. -109- CG&R Draft Current date: 03/02/2023 10:05 AM 63515514v23CG&R Draft Current date: 03/01/2023 4:17 PM 70014411v6 Borrower in connection with the U.S. Revolving Credit Facility 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 Loan Sublimit, notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Adjusted Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s U.S. Revolving Credit Commitment; provided, however, that (x) after giving effect to the making of any Swing Line Loan (other than Protective Advances) the Availability Conditions would be satisfied; provided, further, that after giving effect to the making of any Swing Line Loan, (iA) the aggregate Euros Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line SubfacilityEuro Sublimit, (iiB) the Total Revolving Credit Outstandings Sterling Outstanding shall not exceed the Revolving Credit Facility Sterling Sublimit and (iiiC) the Revolving Credit Exposure of any Revolving Credit Lender Yen Outstanding shall not exceed such Revolving Credit Lender’s Revolving Credit Commitmentthe Yen Sublimit at any time; provided, (y) further, that the U.S. Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the U.S. 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 Lenders a Lender risk participation participations 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 as Swing Line LoanParticipations in the manner set forth in Section 2.04(b).

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.3, shall may in its sole discretion make loans (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 Maturity Date 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xi) immediately after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iiiA) the Revolving Credit Exposure of any all Lenders shall not exceed the lesser of the aggregate amount of the Commitments of the Lenders and the Borrowing Base, in each case in effect at such time, and (B) except as provided above with respect to the Swing Line Lender, the Revolving Credit Exposure of any Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yii) the no Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziii) no Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest errorin its sole discretion) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the each Borrower may borrow under this Section 2.042.3, prepay under Section 2.052.9(b), and reborrow under this Section 2.042.3. Each Swing Line Loan shall bear interest only at as 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans to the Borrower (each such loan, a “Swing Line Loan”) ). ​ Each such Swing Line Loan may be made, subject to the Borrower terms and conditions set forth herein to the Borrower, in Dollars, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iiA) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiB) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit LenderXxxxxx’s Revolving Credit Commitment, Commitment (yii) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziii) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 plus the Applicable 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 Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans (each such loan, a “Swing Line Loan”) to the Company or to any Designated Borrower organized under the laws of a European country 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 (including giving effect to the proviso contained in the definition thereof), notwithstanding the fact that such Swing Line Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as a Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, provided that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, Commitment and (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Company or the applicable Designated Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan denominated in Dollars shall be made only to the Company and shall bear interest only at a rate based on the Base Daily Floating LIBOR Rate. Each Swing Line Loan denominated in Euros shall be made only to a Designated Borrower organized under the laws of a European country and shall bear interest only at a rate based on the Euro Swing Line 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 applicable Swing Line Lenders Lender a risk participation in such each 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall make loans in Dollars (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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans Total Outstandings shall not exceed the Swing Line SubfacilityAggregate Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding presumed correct absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. (a) Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.22, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount total outstanding amount of all Advances plus outstanding Letters of Credit plus outstanding Swing Line Loans shall not exceed the Swing Line Subfacilityaggregate Revolving Credit Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by the making of such Credit Extension Swing Line Loan may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.22, prepay under Section 2.052.10, and reborrow under this Section 2.042.22. 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 CHAR1\1986393v3 Loan, each Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lenders 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 Ratable Share times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Maximum Availability, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and provided further that (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans (each such loan, a “Swing Line Loan”) to the Borrower one or more Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Revolving Facility Percentage of the Outstanding Amount of Revolving Credit Facility Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line LenderXxxxxx’s Revolving Credit Facility Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans Revolving Facility Credit Exposure shall not exceed the Swing Line Subfacility, lesser of (I) Revolving Facility Commitments and (II) the Borrowing Base (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Facility Commitment, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it is has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Facility Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Facility Lender’s Applicable applicable Revolving Credit Facility Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall make loans in Dollars (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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and Aggregate Commitments, (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and (iii) the aggregate outstanding principal amount of all Loans made by the Swing Line Lender plus the aggregate L/C Obligations owing to the Swing Line Lender (or any of its Affiliates) shall not exceed such Lender’s Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and reborrow under this Section 2.042.05. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans (each such loan, a “"Swing Line Loan”") to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans Loans, the Term Loan and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit 's Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments, and (iii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender's Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit 's Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of (x) such Revolving Credit Lender’s 's Applicable Revolving Credit Percentage times and (y) the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion, subject to the terms of any Autoborrow Agreement, make loans in Dollars (each such loan, a “Swing Line Loan”) to the Company or the applicable Designated 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Credit Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the no Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding presumed correct absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, and any Autoborrow Agreement then in effect, the Company and each Designated 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 be a Base Rate Loan; provided however, that the Swing Line Lender may, at its discretion, provide for an alternate rate of interest only at a rate based on Swing Line Loans with respect to any Swing Line Loans for which the Base RateSwing Line Lender has not requested that the Revolving Lenders fund Revolving Loans to refinance, or to purchase and fund risk participations in, such Swing Line Loans pursuant to Section 2.04(c)). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may make loans (each such loan, a “Swing Line Loan”) to the a Borrower in Dollars from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that that, (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans Revolving Facility Credit Exposure shall not exceed the Swing Line Subfacilitylesser of the Maximum CreditRevolving Loan Limit and the Borrowing Base at such time, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender (including the Swing Line Lender) shall not exceed such Revolving Credit Lender’s Revolving Credit Facility Commitment, (y) the applicable Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall be under any obligation may choose not to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by making of such Credit Extension Swing Line Loan may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the each Borrower may borrow under this Section 2.04, prepay under Section 2.052.11, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base RateRate plus the Applicable Margin for Base Rate Loans. Immediately upon the making of a Swing Line Loan, each Revolving Credit Facility Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swing Line Lenders 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 Facility Percentage times multiplied by the principal amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 for the Aggregate Revolving Commitments in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iiiii) after giving effect to any Swing Line Loan, the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yiii) after giving effect to any Swing Line Loan, the sum of (without duplication) (A) the Revolving Credit Exposure of the Swing Line Lender, plus (B) the Outstanding Amount of all Swing Line Loans, shall not exceed the Swing Line Lender’s Revolving Commitment, (iv) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (zv) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 the rate based on the Base Rateper annum specified in Section 2.08(a)(iii). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xy) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 the rate based on the Base Ratedescribed in Section 2.08(a). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit 's Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans Availability shall not exceed the Swing Line Subfacilitybe greater than or equal to $0, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit 's Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such Revolving Credit Lender’s 's Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.3, shall may in its sole discretion make loans (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 Maturity Date 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xi) immediately after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iiiA) the Revolving Credit Exposure of any all Lenders shall not exceed the lesser of (x) the aggregate amount of the Commitments of the Lenders and (y) the Borrowing Base, in each case in effect at such time, and (B) except as provided above with respect to the Swing Line Lender, the Revolving Credit Exposure of any Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yii) the no Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziii) no Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest errorin its sole discretion) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the each Borrower may borrow under this Section 2.042.3, prepay under Section 2.052.9(b), and reborrow under this Section 2.042.3. Each Swing Line Loan shall bear interest only at as 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 Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall hereby agrees to cause its Designated Euro Lending Affiliate to make loans in Euros (each such loan, a “Swing Line Loan”) to the any Borrower that is a Foreign Subsidiary from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans made by such Swing Line Lender shall not exceed the such Swing Line SubfacilityLender’s Swing Line Commitment, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility and Commitments, (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, and (iv) no Lender shall have a Maximum Fronting Availability that is less than zero without its written consent, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Swing Line Rate, plus the Applicable Rate margin otherwise applicable to Revolving Borrowings that are Alternative Currency Loans. 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 applicable Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, provided that (xi) after giving effect to any Swing Line Loan, (iA) the aggregate Outstanding Amount of all Swing Line Loans Total Outstandings shall not exceed the Swing Line SubfacilityAggregate Commitments, and (B) the Revolving Exposure of any Lender at such time shall not exceed such Lender’s Commitment, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (ziii) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 55 #94834708v14 CHAR1\1986310v1 irrevocably and unconditionally agrees to, purchase from the Swing Line Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans Loans, the Term Loan and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments, (ii) the Total Facility Outstandings shall not exceed the Borrowing Base and (iii) the aggregate Outstanding Amount of the Committed Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Aggregate Commitments, and (ii) the aggregate Outstanding Amount of the Committed Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lenders 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 Borrower and Lender may enter into autoborrowing arrangements at their mutual election.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion, make loans in Dollars (each such loan, a “Swing Line Loan”) to the Company or any Designated 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iiA) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Facility, and (iiiB) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yii) the Borrower shall not use the no proceeds of any Swing Line Loan may be used to refinance any outstanding Swing Line Loan and (ziii) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, have Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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 times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.06, shall 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 such Swing Line Lender’s Swing Line Sublimit; , and, when aggregated with the Outstanding Amount of Revolving Credit Committed Loans and participation in Bid Loans of the Lender acting as Swing Line Lender and such Lender’s Applicable Percentage of the Outstanding Amount of L/C Obligations of such Swing Line LenderObligations, shall may not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Facility, and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.06, prepay under Section 2.052.07, and reborrow under this Section 2.042.06. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion, make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower U.S. Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, howeverthat, that (xi) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iiA) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiB) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (yii) the Borrower U.S. Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (ziii) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower U.S. Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall agrees to make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrowers in Dollars 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Line Cap at such time, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, and Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (iix)(i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that it, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion make loans in U.S. Dollars, Euros or Sterling (each such loan, a “Swing Line Loan”) to (x) in the Borrower case of U.S. Swing Line Loans, the Company and (y) in the case of Global Swing Line Loans, Wiley UK or Wiley-VCH, in any case, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, provided that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the and provided, further, that no Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the applicable Borrower may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each U.S. Swing Line Loan shall bear interest only at be a rate based on the Base RateRate Loan and each Global Swing Line Loan shall be a Eurocurrency Rate 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itmay, in its sole discretion, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.03, shall to make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Loan Cap, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender at such time, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender at such time shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) and provided, further, that the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no provided further that the Swing Line Lender shall not be under any obligation obligated to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv)Exposure). Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.042.03, prepay under Section 2.052.04, and reborrow under this Section 2.042.03. Each Swing Line Loan shall bear interest only at a rate based on the Base LIBOR 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 Lenders 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 multiplied by the amount of such Swing Line Loan. The Swing Line Lender shall have all of the benefits and immunities (A) provided to the Agent in Article IX with respect to any acts taken or omissions suffered by the Swing Line Lender in connection with Swing Line Loans made by it or proposed to be made by it as if the term “Agent” as used in Article IX included the Swing Line Lender with respect to such acts or omissions, and (B) as additionally provided herein with respect to the Swing Line Lender.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.05, shall 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 outstanding not to exceed at any time such Swing Line Lender’s the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the Total Outstandings shall not exceed the Overall Commitments minus the Reserve Amount, and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Revolving Lender, plus that Revolving Lender’s Revolving Percentage of the Outstanding Amount of all L/C Obligations, plus that Revolving Lender’s Revolving Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total that Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) and provided, further, that the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no Swing Line Lender shall be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Loan. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.05, prepay under Section 2.052.06, and reborrow under this Section 2.042.05. 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 Lenders Lender a risk participation in such Swing Line Loan in an amount equal to the product of such that Revolving Credit Lender’s Applicable Revolving Credit Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall may in its sole discretion 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Revolving Percentage of the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such the Revolving Credit Lender acting as the Swing Line Lender, shall not may exceed the amount of such Swing Line Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the aggregate Revolving Credit Facility Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Upon notice from the Swing Line Loan shall bear interest only at a rate based on the Base Rate. Immediately upon Lender following 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans in Dollars (each such loan, a “Swing Line Loan”) to the Borrower Company from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) that, after giving effect to any Swing Line Loan, (i) with respect to each Revolving Credit Lender, the Revolving Credit Exposure of such Revolving Credit Lender plus, without duplication, the aggregate Outstanding Amount of all Swing Line Loans advanced by such Revolving Credit Lender in its capacity as a Swing Line Lender, shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (ii) the aggregate Outstanding Amount of all Swing Line Loans made by any Swing Line Lender shall not exceed such Swing Line Lender’s Swing Line Commitment, (iii) the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line SubfacilitySublimit, and (iiiv) the Total Revolving Credit Outstandings shall not exceed the Aggregate Revolving Credit Facility Commitments at such time, and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitmentprovided, further, that, (y) the Borrower Company shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Company may borrow under this Section 2.04, prepay under Section 2.05, and reborrow under this Section 2.04. Each Swing Line Loan shall be a Base Rate Loan or shall bear such other rate of interest only at a rate based on the Base Ratespecified in Section 2.08(a)(iii). 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans (each such loan, a “Swing Line Loan”) to the Borrower Borrowers 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Revolving Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Revolving Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Aggregate Commitments, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit CommitmentCommitment (other than that of the Swing Line Lender as set forth above), (y) the Borrower Borrowers shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower Borrowers 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 be deemed a Base Rate Loan notwithstanding anything to the contrary in Section 2.08(a)(iii) regarding the interest only at a rate based on the Base Rateapplicable to such Swing Line 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 Lenders 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. Notwithstanding anything to the contrary contained herein, a Swing Line Loan may not be converted to a LIBOR Rate Loan. The Borrowers jointly and severally promise to pay to the Swing Line Lender all amounts due under the Swing Line Loans in accordance with Section 2.07(c) or such earlier date as required hereunder.

The Swing Line. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itagrees, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall to make loans Advances (each such loanAdvance, a “Swing Line Loan”) to the Borrower from time to time on any Business Day during the Availability Period period from the Effective Date to the Termination Date in an aggregate amount not to exceed at any time such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Advances, all L/C Obligations and all Swing Line Loans shall not exceed the Total Commitment, and (ii) the Outstanding Amount of the Advances of any Lender plus such Lender’s Pro Rata Share of the Outstanding Amount of all L/C Obligations plus such Lender’s Pro Rata Share of the Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan and (z) no the Swing Line Lender shall will not be under any obligation required to make any Swing Line Loan if it shall determine Loans 68457597_7 Exhibit 10.1 if, after giving effect to such Swing Line Loans (which determination shall be conclusive and binding absent manifest errori) that it has, or by such Credit Extension may have, Fronting Exposure the sum of the Swing Line Lender’s Pro Rata Share of the Outstanding Amount of Advances (after giving effect to Section 2.19(a)(ivany repayment or prepayment thereof to occur immediately prior to or concurrently with such requested making of Swing Line Loans, including with any portion of the proceeds thereof)), plus (ii) the sum of the Swing Line Lender’s Pro Rata Share of the Outstanding Amount of all L/C Obligations, plus (iii) the outstanding Swing Line Loans of the Swing Line Lender, exceed (iv) the Commitment of the Swing Line Lender. 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 2.052.11, and reborrow under this Section 2.04. Each Swing Line Loan shall bear interest only at a rate based on the Base Ratebe in Dollars. 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 Lenders 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 Pro Rata Share Percentage times the amount of such Swing Line Loan.

The Swing Line. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Maximum Availability, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.042.03, shall may in its 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line SubfacilityAggregate Commitments, and (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility and (iii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension Borrowing may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.042.03, prepay under Section 2.052.04, and reborrow under this Section 2.042.03. 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 Lenders 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. Subject to the terms and conditions set forth herein, each Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 Lender’s Swing Line Sublimit; andLoans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Credit Committed Loans and participation in L/C Obligations of such the Lender acting as Swing Line Lender, shall not may exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility Maximum Availability, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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. Subject to the terms and conditions set forth herein, each the Swing Line Lender agrees that itLender, in reliance upon the agreements of the other Revolving Credit Lenders set forth in this Section 2.04, shall 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 such Swing Line Lender’s outstanding the amount of the Swing Line Sublimit; and, when aggregated with the Outstanding Amount of Revolving Credit Loans and participation in L/C Obligations of such Swing Line Lender, shall not exceed the amount of such Swing Line Lender’s Revolving Credit Commitment; provided, however, that (x) after giving effect to any Swing Line Loan, (i) the aggregate Outstanding Amount of all Swing Line Loans shall not exceed the Swing Line Subfacility, (ii) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility at such time, and (iiiii) the Revolving Credit Exposure of any Revolving Credit Lender shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment, (y) the Borrower shall not use the proceeds of any Swing Line Loan to refinance any outstanding Swing Line Loan Loan, and (z) no the Swing Line Lender shall not be under any obligation to make any Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension may have, Fronting Exposure (after giving effect to Section 2.19(a)(iv))Exposure. 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 Lenders 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.