Common use of Borrowing Procedures Clause in Contracts

Borrowing Procedures. Each Swing Line Borrowing will be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum principal amount of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $250,000 and in integral multiples of $50,000 in excess thereof and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice by a Borrower to the Swing Line Lender and the Administrative Agent, which may be given by (Ax) telephone or (By) by a Swing Line Loan Advance Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Advance Notice. Each such Swing Line Loan Advance Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon than, in the case of Swing Line Advances, 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereofCND$500,000, as applicable, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Advance Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Advance Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan Advance as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.03(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Advance Notice, make the amount of its Swing Line Loan Advance available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by telephone (A) telephone or (B) by a “Swing Line Loan Notice; provided that any ”). Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 11:00 a.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $500,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a senior executive of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 12:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the relevant Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 2:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000 and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the relevant Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the such Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the relevant Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 p.m. on the date funding of the proposed Swing Line Borrowing (A) directing the such Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 4.02 is not then satisfied, then, subject to the terms and conditions hereof, the relevant Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $1,000,000 or an integral multiple thereof, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:30 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. (i) Each Swing Line Swingline Borrowing will shall be made upon the CompanyComnpany’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Aii) telephone or (Biii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan NoticeNotice may, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. (i) Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing of Swingline Loans (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic telephone. Each such notice must be confirmed promptly received by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to Swing Line Lender and the Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to Borrower at its office by crediting the Companyaccount of Borrower on the books of Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 1,000,000 or a whole multiple of $100,000 500,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 100,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing of Swingline Loans (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower either by (i) crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to the Swing Line Lender by the Borrower.

Borrowing Procedures. Each Swing Line Swingline Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Aii) telephone or (Biii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 11:00 a.m. (London time) on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 p.m. 11:00 a.m. (London time) on the date of the proposed Swing Line Swingline Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, may make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 1,000,000 or a whole multiple of $100,000 500,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s ▇▇▇▇▇▇▇▇▇’▇ irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of ▇▇▇▇▇▇▇▇▇. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to ▇▇▇▇▇▇▇▇▇ at its office by crediting the Companyaccount of ▇▇▇▇▇▇▇▇▇ on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Swingline Borrowing will shall be made upon the CompanyLead Borrower’s irrevocable notice notice, on behalf of all of the Borrowers, to the Swing Line Lender and the Administrative AgentSwingline Lender, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the maturity date of the requested Swingline Loan which shall be not later than ten Business Days after the making of such Swingline Loan. Each such telephonic notice must be confirmed promptly by hand delivery or facsimile (or transmitted by electronic communication, if arrangements for doing so have been approved by the Swingline Lender and the Administrative Agent) of a written Swingline Loan Notice to the Swingline Lender and the Administrative Agent, appropriately completed and signed by a Responsible Officer of Lead Borrower. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line telephonic Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice andwill, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not it is willing to make such Swing Line the requested Swingline Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) and provided that one or more of the all applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willSection 4.2 are satisfied or waived, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrowers by crediting the account maintained with the Swingline Lender and notify the Administrative Agent thereof in writing.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrower's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (Ax) telephone or (By) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 3:00 P.M. (New York City time) on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof1,000,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. 4:00 P.M. (New York City time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 3.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. 5:00 P.M. (New York City time) on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable written or e-mail notice to the Swing Line Lender and the Administrative Agent. Each such request shall be deemed a representation, which may warranty, acknowledgment and agreement by Borrower as to the matters that are required to be given by (A) telephone or (B) by set out in a written Swing Line Loan Borrowing Notice; provided that any telephonic . Each such notice must be confirmed promptly received by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 10:00 a.m. on the requested borrowing dateday on which any such Swing Line Loan is to be made, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt Each such e-mail notice must be confirmed promptly by the delivery to Swing Line Lender and Administrative Agent of any a written Swing Line Loan Borrowing Notice, the Swing Line Lender will confirm with the Administrative Agent (appropriately completed and signed by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) a Responsible Officer of the contents thereofBorrower. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. 11:00 a.m. on the date of the proposed Swing Line Borrowing (Ai) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.18(a), or (Bii) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in will promptly make such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Co-Borrowers’ irrevocable notice to the Swing Line Lender and the Administrative Agent, which notice may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $1,000,000.00, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCo-Borrowers. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:30 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCo-Borrowers.

Borrowing Procedures. Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Ai) telephone or (Bii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing daterate, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B2) that one (1) or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticemay, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 100,000, or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (Aa) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender Bank and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Bank and the Agent not later than 1:00 p.m. (New York City time) on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $1,000,000 or any multiple of $1,000,000 in excess thereof and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender Bank and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan written Notice must be received of Borrowing, appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender Bank of any telephonic notice of borrowing of Swing Line Loan NoticeLoans, the Swing Line Lender Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice notice of borrowing and, if not, the Swing Line Lender Bank will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender Bank (x) has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any LenderBank) prior to 1:00 2:00 p.m. (New York City time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender Bank not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.16(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender Bank will, not later than 2:00 3:00 p.m. (New York City time) on the borrowing date specified in such Swing Line Loan NoticeNotice of Borrowing, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 100,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrowers’ irrevocable notice to the Swing Line Lender and the Administrative AgentLender, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Lender not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000 (and any amount in excess thereof shall be an integral multiple of $100,000), and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayLead Borrower. Promptly after receipt by the Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 4.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrowers.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower Representative’s irrevocable (provided, that any such notice may state that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by the Borrower Representative by notice to the Administrative Agent on or prior to the specified effective date if such condition is not satisfied) notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Lender and Administrative Agent not later than 1:00 p.m. on the requested date of each Swing Line Borrowing and shall specify (i) the principal amount to be borrowed, which shall be a minimum of $100,000 (and any amount in excess of $100,000 shall be an integral multiple of $50,000), (ii) the requested date of the Swing Line Borrowing, which shall be a Business Day and (iii) the account of the applicable Borrower to which the proceeds of such Swing Line Borrowing should be credited. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by an Authorized Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower Representative. Promptly after receipt by the Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 3.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower. Notwithstanding anything to the contrary contained in this Section 2.04 or elsewhere in this Agreement, the Swing Line Lender shall not be obligated to make any Swing Line Loan at a time when a Participating Revolving Credit Lender is a Defaulting Lender unless the Swing Line Lender has entered into arrangements reasonably satisfactory to it and the Borrower Representative to eliminate the Swing Line Lender’s Fronting Exposure (after giving effect to Section 2.21(a)(iv)) with respect to the Defaulting Lender’s or Defaulting Lenders’ participation in such Swing Line Loans, including by Cash Collateralizing, or obtaining a backstop letter of credit from an issuer reasonably satisfactory to the Swing Line Lender to support, such Defaulting Lender’s or Defaulting Lenders’ Pro Rata Share of the outstanding Swing Line Loans or other applicable share provided for under this Agreement. The Borrowers shall repay to the Swing Line Lender each Defaulting Lender’s portion (after giving effect to Section 2.21(a)(iv)) of each Swing Line Loan promptly following demand by the Swing Line Lender.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrowers’ irrevocable notice to the Swing Line Lender and the Administrative AgentLender, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Lender not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000 (and any amount in excess thereof shall be an integral multiple of $100,000), and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayLead Borrower. Promptly after receipt by the Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a)(i), or (B) that one or more of the applicable conditions specified in Article IV Section 4.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrowers.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Tranche A Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any provided, that, each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the interest rate applicable thereto. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Committed (USD/MC) Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m.(New York City time) on the requested borrowing date, date and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the relevant Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the such Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless (x) the relevant Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 p.m. 2:00 p.m.(New York City time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 4.01 is not then satisfiedsatisfied or (y) such Swing Line Lender has determined in its sole discretion not to make such Swing Line Loan, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. 5:00 p.m.(New York City time) on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $500,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and, if in writing, signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Swingline Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative AgentSwingline Lender, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole in an aggregate amount that is an integral multiple of $100,000 in excess thereofthe Borrowing Multiple and not less than the Borrowing Minimum, and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the maturity date of the requested Swingline Loan which shall be not later than seven (7) Business Days after the making of such Swingline Loan. Each such telephonic notice must be confirmed promptly by hand delivery or facsimile (or transmitted by electronic communication, if arrangements for doing so have been approved by the Swingline Lender and the Administrative Agent) of a written Swingline Loan Notice to the Swingline Lender and the Administrative Agent, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line telephonic Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) will, provided that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the all applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willSection 4.2 are satisfied or waived, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower by crediting the account of the Borrower maintained with the Swingline Lender and notify the Administrative Agent thereof in writing.

Borrowing Procedures. Each Swing Line Borrowing will borrowing of Swingline Loans shall be made upon the Company’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, date of the Swingline Loan (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Dollar Tranche Revolving Credit Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing borrowing of Swingline Loans (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.4(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount CHAR1\1753066v5 of its Swing Line Swingline Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Subject to the terms and conditions hereof, each Swingline Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Ai) telephone or (Bii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first third sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticemay, make the amount of its Swing Line Swingline Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Aii) telephone or (Biii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, may make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in immediately available funds.

Borrowing Procedures. Each Unless the Swing Line Lender has -------------------- notified the Company that the Swing Line has been terminated or suspended as provided in subsection 2.1(b)(i), each Swing Line Borrowing will shall be made upon the Company’s 's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon (Dallas time), on the requested Borrowing Date, and shall specify (A) telephone the amount to be borrowed, which shall be in a minimum amount of $500,000 or any multiple of $100,000 in excess thereof, and (B) by the requested Borrowing Date, which shall be a Swing Line Loan Notice; provided that any Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a responsible officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any LenderBank) prior to 1:00 p.m. (Dallas time), on the date of the proposed Swing Line Borrowing (Ax) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(asubsection 2.1(b)(i), or (By) that one or more of the applicable conditions specified in Article IV Section 4 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. (Dallas time), on the borrowing date Borrowing Date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made only upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. New York City time on the requested borrowing date, and will specify shall (i) specify the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) specify the requested borrowing date, which will shall be a Business Day, and (iii) include a representation from the Company that all of the conditions to the making of a Swing Line Loan (including the provisions of Section 2.04(a) above and of Article IV) are satisfied for the making of such Swing Line Loan. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. New York City time on the date of the any proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 3:00 p.m. New York City time on the borrowing date specified in such Swing Line Loan Notice, make the amount of its applicable Swing Line Loan available to the Company at its office by (1) crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds or (2) wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Swing Line Lender by the Company.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that provided, that, any telephonic notice must be confirmed promptly CHAR1\1536964v10 by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple principal amount of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Co-Borrowers’ irrevocable notice to the Swing Line Lender and the Administrative Agent, which notice may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $1,000,000.00, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCo-Borrowers. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCo-Borrowers.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum principal amount of $100,000 and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.Borrower. CHAR1\1323615v9

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyParent’s irrevocable notice to the Swing Line Lender and the Administrative AgentLender, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Lender not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of, (x) in the case of Base Rate Loans, $100,000 (and any amount in excess thereof shall be an integral multiple of $100,000) and (y) in the case of Daily LIBOR Swingline Loans, $100,000 (and any amount in excess thereof shall be an integral multiple of $25,000), and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such written Swing Line Loan Notice must be received (including by email or facsimile transmission), appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayParent. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writingwriting (including by email or facsimile transmission)) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writingwriting (including by email or facsimile transmission)) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writingwriting (including by email or facsimile transmission)) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), 2.04(a) or (B) that one or more of the applicable conditions specified in Article IV Section 4.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrowers at their office by crediting the accounts of the Borrowers on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrower's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $200,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(aSECTION 2.04(a), or (B) that one or more of the applicable conditions specified in Article ARTICLE IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will be made upon the Company’s 's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will 41 specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrowers’ irrevocable notice to each of the Swing Line Lender and the Administrative Agent, which may shall be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Noticenotice under this clause (b), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) writing that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) writing of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) writing from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willwill (and will not, if it has received such notice), not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrowers in Same Day Funds either by (1) crediting the account of the Borrowers on the books of the Swing Line Lender with the amount of such funds or (2) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Swing Line Lender by the Borrowers.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on 1:00 p.m. two Business Days prior to the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof€100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. Greenwich Mean Time on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. Greenwich Mean Time on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Swingline Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Swingline Loan Notice Request must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 100,000 or a whole an integral multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swingline Lender and the Agent of a written Swingline Loan Request, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line telephonic Swingline Loan NoticeRequest, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice Request and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a§2.8(a), or (B) that one or more of the applicable conditions specified in Article IV §▇▇ ▇▇ §▇▇ is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan NoticeRequest, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will Agent shall have received, on or before 12:00 p.m. Chicago time, on the day a Revolving Loan is to be made, if a Reference Rate Loan, or three (3) Business Days prior to the date a Revolving Loan is to be made, if a Eurodollar Loan, (i) a written, telephonic, or telecopied request from Borrowers for a Revolving Loan in a specific amount (and a request in writing, which shall be delivered to Agent on the same Business Day, executed by an Authorized Representative of Borrowers), (ii) designation whether the Revolving Loan is to be a Eurodollar Loan or a Reference Rate Loan, and if such Revolving Loan is to be a Eurodollar Loan, the Interest Period or Interest Periods with respect thereto, and (iii) copies of all other documents which the Borrowers are required to deliver to Agent hereunder. If such request for a Revolving Loan is received by Agent orally before 12:00 p.m. Chicago time on the day a Reference Rate Loan is to be made upon the Company’s irrevocable notice or orally before 12:00 p.m. Chicago time three (3) Business Days prior to the Swing Line Lender date a Eurodollar Loan is to be made, subject to the other terms and conditions of this Agreement, Agent will pay over the Administrative funds received from the Lenders in accordance with the terms of this Agreement on the applicable day on which such Revolving Loan is to be funded hereunder with the funds received from the Lenders, subject to any, delays beyond Agent's reasonable control, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that Agent shall not be liable for any telephonic notice must be confirmed promptly by delivery damages or liabilities for the failure to so make any Revolving Loan on the day requested unless such failure was due to Agent's gross negligence or willful misconduct. If no election as to the Swing Line Lender type of Revolving Loan is specified in any such notice by Borrowers, then such Revolving Loan shall be a Reference Rate Loan. If no Interest Period is specified with respect to a Eurodollar Loan in such notice, then Borrower shall be deemed to have selected an Interest Period of one month's duration. Each request for a Reference Rate Loan shall be in a minimum amount of $100,000 and integral multiples of $100,000 thereafter. Notwithstanding anything contained in this Agreement to the Administrative contrary, Borrowers may not have more than five (5) Eurodollar Loans outstanding at any one time, and each request for a Eurodollar Loan shall be in a minimum increment of $1,000,000 and integral multiples of $500,000 thereafter. (a) Upon receipt by Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative notice from Borrowers of a request for a Revolving Loan, Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. shall promptly on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result receipt, notify Lenders of the limitations set forth amount, term and proportionate share of such Revolving Loan to be funded by each Lender. Two (2) Business Days prior to the date specified for funding of such Eurodollar Loan in the proviso to the first sentence of Section 2.05(a)notice from Borrowers provided under (a) above, or (B) that one or more Agent shall notify Lenders and Borrowers of the applicable conditions Libor Rate in effect for such Eurodollar Loan. Each Lender shall make available its proportionate share of any Revolving Loan, by federal funds wire transfer to Agent at Agent's Applicable Lending Office, in immediately available funds, by not later than 1:30 p.m. Chicago time, on the date specified for a Revolving Loan hereunder as provided in Article IV is not then satisfied, then(a) above. The amount of any Revolving Loan shall, subject to the terms and conditions hereofof this Agreement, be made available to Borrowers by depositing same, in immediately available funds, in an account of Borrowers, as designated by Borrowers, maintained at Agent's Applicable Lending Office, or by wiring the Swing Line same, in immediately available funds, to any account specified by Borrowers in their notice of borrowing. (b) The failure of any Lender will, not later than 2:00 p.m. to make any Revolving Loan to be made by it on the borrowing any date specified in such Swing Line Loan Notice, make the amount therefor shall not relieve any other Lender of its Swing Line obligation to make its Revolving Loan available on such date, but neither the Agent nor any Lender shall be responsible for the failure of any other Lender to the Companymake a Revolving Loan.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Tranche A Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line (i) At any time an Autoborrow Agreement is not in effect, each Swingline Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple principal amount of $100,000 in excess thereof(or if less, the remaining available amount of (x) the Revolving Commitments or (y) the Swingline Sublimit, whichever is less), and (ii) the requested borrowing date, date of the Swingline Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office either by (i) crediting the account of the Borrower on the books of the Swingline Lender in immediately available funds or (ii) wire transfer of such funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Swingline Lender by the Borrower. (ii) In order to facilitate the borrowing of Swingline Loans, the Borrower and the Swingline Lender may mutually agree to, and are hereby authorized to, enter into an Autoborrow Agreement in form and substance satisfactory to the Administrative Agent and the Swingline Lender (the “Autoborrow Agreement”) providing for the automatic advance by the Swingline Lender of Swingline Loans under the conditions set forth in such agreement, which shall be in addition to the conditions set forth herein. At any time an Autoborrow Agreement is in effect, the requirements for Swingline Borrowings set forth in the immediately preceding paragraph shall not apply, and all Swingline Borrowings shall be made in accordance with the Autoborrow Agreement; provided that any automatic advance made by Bank of America in reliance of the Autoborrow Agreement shall be deemed a Swingline Loan as of the time such automatic advance is made notwithstanding any provision in the Autoborrow Agreement to the contrary. For purposes of determining the Outstanding Amount under the Aggregate Commitments at any time during which an Autoborrow Agreement is in effect, the Outstanding Amount of all Swingline Loans shall be deemed to be the amount of the Swingline Sublimit. For purposes of any Swingline Borrowing pursuant to the Autoborrow Agreement, all references to Bank of America in the Autoborrow Agreement shall be deemed to be a reference to Bank of America, in its capacity as Swingline Lender hereunder.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. (New York City time) on the requested borrowing date, date and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the relevant Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Lender of any Swing Line Loan NoticeNotice (by telephone or in writing), the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the such Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless (x) the relevant Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. (New York City time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 4.01 is not then satisfiedsatisfied or (y) such Swing Line Lender has determined in its sole discretion not to make such Swing Line Loan, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 5:00 p.m. (New York City time) on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice Conagra Revolving Credit Agreement (2025) ​ must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.18(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. one Business Day prior to the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.03(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companya Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or 100,000 (in the case of a whole multiple Swing Line Loan denominated in Dollars) and C$100,000 (in the case of $100,000 a Swing Line Loan denominated in excess thereofCanadian Dollars), and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the Type of Swing Line Loans to be borrowed. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in immediately available funds. During the existence of an Event of Default, unless the Swing Line Lender elects otherwise, a Swing Line Loan may be requested as a SOFR Daily Floating Rate Loan. Swing Line Loans that are SOFR Daily Floating Rate Loans may not be converted to Base Rate Loans; Swing Line Loans that are Base Rate Loans may not be converted to SOFR Daily Floating Rate Loans.

Borrowing Procedures. Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Aii) telephone or (Biii) by a Swing Line Swingline Loan Notice; provided that provided, that, any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 3:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 4:00 p.m. on the date of the proposed Swing Line Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, may make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof500,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing of Swingline Loans (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Swingline Loan Notice, make the amount of its Swing Line Swingline Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will Any request by the Borrower for -------------------- Revolving Loans shall be made upon the Company’s irrevocable notice to the Swing Line Lender and in writing, or by telephone promptly confirmed in writing if so requested by the Administrative AgentBank, which may and must be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery so as to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent Bank not later than 12:00 noon on the requested borrowing datenoon, and will specify Administrative Bank time, on: (i) the amount date of the requested Revolving Loans, if such Revolving Loans will not include Eurodollar Rate Loan Units having an Interest Period of one month or more; or (ii) on the third Eurodollar Business Day prior to be borrowedthe date of the requested Revolving Loans, if such Revolving Loans will include Eurodollar Rate Loan Units having an Interest Period of one month or more. Each request for Revolving Loans shall specify the borrowing date (which will shall be a Business Day and, in the case of any request for Eurodollar Rate Loan Units, a Eurodollar Business Day) and the amount of such Revolving Loans. Each request for Revolving Loans shall be in a minimum amount of $500,000 or a whole 500,000.00 and an integral multiple of $100,000 in excess thereof, 100,000.00 above such amount. Each request for Revolving Loans shall be deemed a representation and (ii) the requested borrowing date, which will be a Business Day. Promptly after receipt warranty by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or Borrower that all conditions precedent specified in writing) that the Administrative Agent has also received Section 6.2 to such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. ----------- Revolving Loans are satisfied on the date of such request and on the proposed Swing Line Borrowing (A) directing date the Swing Line Lender not requested Revolving Loans are made. Each written request or confirmation shall be in the form of Exhibit B attached hereto. --------- The Administrative Bank shall give prompt telephonic notice to make such Swing Line Loan as a result each Bank of the limitations set forth in Borrower's request for Loans and the proviso Borrower's interest rate elections for such Loans. By not later than 1:00 p.m. (Administrative Bank time) on the date of such Loans, each Bank shall make available to the first sentence Administrative Bank, in immediately available funds, such Bank's Percentage of Section 2.05(a)such Loans. After the Administrative Bank's receipt of such funds, or (B) that one or more and upon satisfaction of the applicable conditions specified set forth in Article IV VI, the Administrative Bank will make ---------- the amount of the requested Loans available to the Borrower at the Administrative Bank's principal office in Minneapolis, Minnesota in immediately available funds on the date requested. Unless the Administrative Bank and the Borrower shall have been notified by any Bank in writing at least one Business Day prior to the date of a Loan that such Bank does not intend to make available to the Administrative Bank its Percentage of such Loan (except that no such notice to the Borrower is required if the Borrower is not then satisfied, then, subject able to satisfy the terms and applicable conditions hereofset forth in Article VI), the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in Administrative Bank may assume that each Bank has made such Swing Line Loan Notice, make the ---------- amount of its Swing Line Loan available to the CompanyAdministrative Bank on such date, and the Administrative Bank may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If and to the extent any Bank shall not have made available to the Administrative Bank on the date of any Loan such Bank's Percentage of such Loan, such Bank and the Borrower agree to repay the Administrative Bank forthwith on demand such corresponding amount, together with interest thereon, for each day from the date of such Loan amount until the date such amount is repaid to the Administrative Bank, at the Federal Funds Rate, in the case of payment by such Bank, or at the interest rate applicable at the time to the relevant Loan, in the case of payment by the Borrower; provided, however, -------- ------- if such Bank shall repay to the Administrative Bank such corresponding amount, the amount repaid shall constitute such Bank's Loan for purposes of this Agreement.

Borrowing Procedures. Each Swing Line Subject to the terms and conditions hereof, each Swingline Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Ai) telephone or (Bii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the first proviso to the first thirdsecond sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticemay, make the amount of its Swing Line Swingline Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, 45 the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the applicable Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the applicable Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the applicable Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the applicable Swing Line Lender of any Swing Line Loan Notice, the such Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the such Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the applicable Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the such Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the applicable Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Tranche A Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyU.S. Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $500,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Dayapplicable Borrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable U.S. Borrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m., New York City time, on the requested borrowing date, and will shall specify (i) the principal amount to be borrowed, which will shall be a minimum principal amount of $500,000 100,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the location and number of the account to which funds are to be disbursed (which, if not an account of the Borrower located in the United States, shall be reasonably acceptable to the Swing Line Lender). Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received written notice (by telephone or in writing) from any Lender, the Administrative Agent (including or the Borrower, at the request of any Lender) least one Business Day prior to 1:00 p.m. on the date of the proposed borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV Section 5.01 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. 3:00 p.m., New York City time, on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will Loan shall be made upon the Company’s Borrower's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $500,000 and a higher integral multiple thereof, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing Loan (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), SECTION 2.04(a) or (B) that one or more of the applicable conditions specified in Article ARTICLE IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticeits discretion, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Agent not later than 10:00 a.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by an Authorized Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. 11:00 a.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 12:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will Loan shall be made upon the Company’s Borrower's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 2:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a principal amount of $500,000 and a higher integral multiple of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing Loan (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), 2.04(a) or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticeits discretion, make the amount of its Swing Line Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will Loan shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum principal amount of $500,000 and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written notice (the “Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day”). Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in .CHAR1\1170499v7 writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Advance of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower by means of a credit to the general deposit account of the Borrower with the Swing Line Lender or such other account specified by the Borrower to the Swing Line Lender.

Borrowing Procedures. Each Swing Line Borrowing will be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Noticetelephone. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Subject to the terms and conditions hereof, each Swingline Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Ai) telephone or (Bii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the proviso to the first second sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Noticemay, make the amount of its Swing Line Swingline Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swingline Lender in Same Day Funds.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, date and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing datedate of the Borrowing, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.of

Borrowing Procedures. Each Swing Line Borrowing will Loan shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. (Charlotte, NC time) on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum principal amount of $500,000 and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written notice (the “Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business Day”). Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Advance of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s Borrowers’ irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by telephone. Unless otherwise agreed to by the Swing Line Lender, no more than three (A3) telephone or (B) by a Swing Line Loan Notice; provided that Borrowings may be requested by Borrower in any thirty (30) day period. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $250,000, or such other amount as acceptable to the Swing Line Lender and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrowers. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.Section

Borrowing Procedures. (i) Each Swing Line Swingline Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (A) telephone or (B) by a Swing Line Swingline Loan Notice; provided that provided, that, any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Swingline Borrowing (A) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the proviso to the first second sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, will make the amount of its Swing Line Swingline Loan available to the CompanyBorrower.

Borrowing Procedures. (i) Each Swing Line Borrowing will of Swingline Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Swingline Lender and the Administrative Agent, which may be given by by: (Ai) telephone or (Bii) by a Swing Line Swingline Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Swingline Lender and the Administrative Agent of a Swing Line Swingline Loan Notice. Each such Swing Line Swingline Loan Notice must be received by the Swing Line Swingline Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (iA) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiB) the requested borrowing date, date of the Borrowing (which will shall be a Business Day). Promptly after receipt by the Swing Line Swingline Lender of any Swing Line Swingline Loan Notice, the Swing Line Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Swingline Loan Notice and, if not, the Swing Line Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A1) directing the Swing Line Swingline Lender not to make such Swing Line Swingline Loan as a result of the limitations set forth in the proviso to the first second sentence of Section 2.05(a2.04(a), or (B2) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Swingline Lender will, not later than 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, may make the amount of its Swing Line Swingline Loan available to the CompanyBorrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s 's irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 12:00 noon (Dallas, Texas time) on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. (Dallas, Texas time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a3.03(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. (Dallas, Texas time) on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companyapplicable Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the ActiveUS 170689984v.4 Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof1,000,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV Section 4.02 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by by: (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or 100,000, and a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the applicable Domestic Borrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 p.m. 12:00 noon on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made only upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (ix) the amount to be borrowed, which will shall be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (iiy) the requested borrowing date, which will shall be a Business Day, and (z) the Type of such Swing Line Loan. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its applicable Swing Line Loan available to the Company at its office by (1) crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds or (2) wire transfer of such funds in accordance with instructions provided to (and reasonably acceptable to) the Swing Line Lender by the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) the Required Lenders prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso provisos to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower either by (i) crediting the account of the Borrower on the books of Citizens Bank with the amount of such funds or (ii) wire transferring such DB1/ 120677560.3 funds, in each case in accordance with instructions provided to (and reasonably acceptable to) the Swing Line Lender by the Borrower; provided, however, that if, on the date of the proposed Swing Line Loan, there are L/C Borrowings of the Borrower outstanding, then the proceeds of such Borrowing, first, shall be applied to the payment in full of any such L/C Borrowings, and second, shall be made available to the Borrower as provided above.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companya Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or 100,000 (in the case of a whole multiple Swing Line Loan denominated in Dollars) and C$100,000 (in the case of $100,000 a Swing Line Loan denominated in excess thereofCanadian Dollars), and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the Type of Swing Line Loans to be borrowed. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in immediately available funds. During the existence of an Event of Default, unless the Swing Line Lender elects otherwise, a Swing Line Loan may only be requested as a SOFR Daily Floating Rate Loan. Swing Line Loans that are SOFR Daily Floating Rate Loans may not be converted to Base Rate Loans and Swing Line Loans that are Base Rate Loans may not be converted to SOFR Daily Floating Rate Loans. Swing Line Loans that are Canadian Prime Rate Loans may not be converted to Daily CompoundedSimple ▇▇▇▇▇ Loans and Swing Line Loans that are Daily CompoundedSimple ▇▇▇▇▇ Loans may not be converted to Canadian Prime Rate Loans.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic telephone. Each such notice must be confirmed promptly received by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 1,000,000 or a whole greater integral multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to Swing Line Lender and Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.12(a), or (B) that one or more of the applicable conditions specified in Article IV Section 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to Borrower at its office by crediting the Companyaccount of Borrower on the books of Swing Line Lender in immediately available funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by telephone (A) telephone or (B) by a “ Swing Line Loan Notice; provided that any Notice ”). Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 11:00 a.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $500,000, and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a senior executive of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 1:00 12:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a)2.04(a) , or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Company.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companya Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 2:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 or 100,000 (in the case of a whole multiple Swing Line Loan denominated in Dollars) and C$100,000 (in the case of $100,000 a Swing Line Loan denominated in excess thereofCanadian Dollars), and (ii) the requested borrowing date, which will shall be a Business DayDay and (iii) the Type of Swing Line Loans to be borrowed. Promptly after receipt by the Swing Line Lender of any Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 3:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 4:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in immediately available funds. During the existence of an Event of Default, unless the Swing Line Lender elects otherwise, a Swing Line Loan may only be requested as a SOFR Daily Floating Rate Loan. Swing Line Loans that are SOFR Daily Floating Rate Loans may not be converted to Base Rate Loans and Swing Line Loans that are Base Rate Loans may not be converted to SOFR Daily Floating Rate Loans. Swing Line Loans that are Canadian Prime Rate Loans may not be converted to Daily Compounded ▇▇▇▇▇ Loans and Swing Line Loans that are Daily Compounded ▇▇▇▇▇ Loans may not be converted to Canadian Prime Rate Loans.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companyapplicable Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof100,000, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line CHAR1\1976173v4 Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Company’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum of $500,000 100,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.

Borrowing Procedures. Each Swing Line Borrowing will shall be made upon the Companyapplicable Borrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a in the case of any Swing Line Loan Notice; provided that to be denominated in Dollars. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 1:00 p.m. in the case of any Swing Line Loans denominated in Dollars, and not later than the Applicable Time, in the case of any AC Swing Line Loan, on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $100,000, in the case of Swing Line Loans denominated in Dollars and €100,000 in the case of AC Swing Line Loans, and (ii) the requested borrowing date, which shall be a Business Day and (iii) the currency of the Swing Line Loan to be borrowed. Each such telephonic notice for any Swing Line Loan to be denominated in Dollars must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayCompany. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan NoticeNotice for any Swing Line Loan to be denominated in Dollars, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Multicurrency Revolving Lender) prior to 1:00 2:00 p.m. on the date of the proposed Swing Line Borrowing Borrowing, in the case of any Swing Line Loans denominated in Dollars, and such other time as may be specified from time to time by the Administrative Agent in the case of any AC Swing Line Loans, (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 p.m. 3:00 p.m., in the case of any Swing Line Loans denominated in Dollars, and not later than the Applicable Time specified by the Administrative Agent in the case of any AC Swing Line Loan, on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the Companyapplicable Borrower at its office by crediting the account of such Borrower on the books of the Swing Line Lender in Same Day Funds. Notwithstanding anything to the contrary contained in this Section 2.04 or elsewhere in this Agreement, the Swing Line Lender shall not be obligated to make any Swing Line Loan at a time when a Multicurrency Revolving Lender is a Defaulting Lender unless the Swing Line Lender has entered into arrangements reasonably satisfactory to it and the Company to eliminate the Swing Line Lender’s risk with respect to the Defaulting Lender’s or Defaulting Lenders’ participation in such Swing Line Loans, including by cash collateralizing, or obtaining a backstop letter of credit from an issuer reasonably satisfactory to the Swing Line Lender to support, such Defaulting Lender’s or Defaulting Lenders’ Applicable Percentage of the outstanding Swing Line Loans.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan Notice notice must be received by the Swing Line Lender and the Administrative Agent not later than 12:00 noon 1:00 p.m. on the requested borrowing date, and will shall specify (i) the amount to be borrowed, which will shall be a minimum principal amount of $500,000 or a whole multiple and integral multiples of $100,000 in excess thereof, and (ii) the requested borrowing date, which will shall be a Business Day. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.20(a), or (B) that one (1) or more of the applicable conditions specified in Article IV 3 is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the Company’s Borrower's irrevocable notice to the Swing Line Lender Bank and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that Bank and the Agent not later than 1:00 p.m. (New York City time) on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum of $1,000,000 or any multiple of $1,000,000 in excess thereof and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender Bank and the Administrative Agent of a Swing Line Loan Notice. Each such Swing Line Loan written Notice must be received of Borrowing, appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender Bank of any telephonic notice of borrowing of Swing Line Loan NoticeLoans, the Swing Line Lender Bank will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice notice of borrowing and, if not, the Swing Line Lender Bank will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender Bank (x) has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any LenderBank) prior to 1:00 2:00 p.m. (New York City time) on the date of the proposed Swing Line Borrowing (A) directing the Swing Line Lender Bank not to make such Swing Line Loan as a result of the limitations set forth in the proviso to the first sentence of Section 2.05(a2.16(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender Bank will, not later than 2:00 3:00 p.m. (New York City time) on the borrowing date specified in such Swing Line Loan NoticeNotice of Borrowing, make the amount of its Swing Line Loan available to the CompanyBorrower.

Borrowing Procedures. Each Borrowing of Swing Line Borrowing will Loans shall be made upon the CompanyBorrower’s irrevocable notice to the Swing Line Lender and the Administrative Agent, which may be given by (A) telephone or (B) telephone. Each such notice must be received by a the Swing Line Loan Notice; provided that any Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify (i) the amount to be borrowed, which shall be a minimum principal amount of $100,000 and (ii) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice. Each such Swing Line Loan Notice must be received , appropriately completed and signed by a Responsible Officer of the Swing Line Lender and the Administrative Agent not later than 12:00 noon on the requested borrowing date, and will specify (i) the amount to be borrowed, which will be a minimum of $500,000 or a whole multiple of $100,000 in excess thereof, and (ii) the requested borrowing date, which will be a Business DayBorrower. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 1:00 2:00 p.m. on the date of the proposed Borrowing of Swing Line Borrowing Loans (A) directing the Swing Line Lender not to make such Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.05(a2.04(a), or (B) that one or more of the applicable conditions specified in Article IV V is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 2:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Swing Line Loan available to the CompanyBorrower.