Common use of Commitments to Lend Clause in Contracts

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentage.

Commitments to Lend. (a) Subject to Each Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each , to make Loans to the Borrower and participate in Letters of Credit issued by the Fronting Bank on behalf of the Tranche A ▇▇▇▇▇ severally agrees Banks pursuant to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow this Article II from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given term hereof in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Committed Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Bank at any one time outstanding together with such Bank's pro rata share of the Letter of Credit Usage shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of its Commitment, provided that in no event shall the aggregate amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B BorrowersLoans then outstanding and Letter of Credit Usage, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Loan Availability. Each Borrowing under this Section 2.1(a) 2.1 shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and 1,000,000 or an integral multiples multiple of $100,000 in excess thereofthereof (except that any such Borrowing may be in the aggregate amount available in accordance with Section 3.2(b) or in any amount required to reimburse the Fronting Bank for any drawing under any Letter of Credit) and, and (y) for Tranche B other than with respect to Money Market Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage proportion to their respective Commitments. Subject to the limitations set forth herein, any amounts repaid may be reborrowed. (b) If at any time the outstanding principal balance of the Loans and the Letter of Credit Usage exceeds the Loan Availability, Borrower shall submit to the Administrative Agent, not later than fifteen (15) days following written notice from the several Tranche B Banks pro rata Administrative Agent to Borrower (a copy of which shall be sent promptly by the Administrative Agent to each Bank) of the existence of such excess borrowing condition, a written plan pursuant to which Borrower shall cause such excess borrowing condition to be eliminated not later than thirty (30) days following such notice from the Administrative Agent to the Borrower, through one or both of the following means: Borrower shall (A) pay to the Administrative Agent such amounts and/or (B) designate to the Administrative Agent such additional Qualifying Unencumbered Properties as may be acceptable under Section 5.14 as are necessary so that the outstanding principal balance of the Loans and the Letter of Credit Usage does not exceed the Loan Availability. Failure by Borrower to have complied with the foregoing in accordance with a timely manner shall constitute an Event of Default without further notice or grace period hereunder. No further Borrowings shall be permitted, and the Borrower shall not cause or allow any existing Qualifying Unencumbered Property to no longer be a Qualifying Unencumbered Property, so long as such Bank’s Tranche B Commitment Percentage.excess borrowing condition shall continue to exist. Nothing in this Section 2.1

Commitments to Lend. (a) Subject to and upon the terms and conditions set forth in this Agreement: herein, each Lender with a Tranche A Term Loan Commitment severally agrees to make, on the Initial Borrowing Date, a term loan or term loans (each, a "Tranche A Term Loan" and, collectively, the "Tranche A Term Loans") to the Borrower, which Tranche A Term Loans (i) each shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or Euro-Dollar Loans, provided that all Tranche A ▇▇▇▇▇ severally agrees to make loans Term Loans comprising the same Borrowing of Tranche A Term Loans shall, unless otherwise specifically provided herein, consist of Tranche A Term Loans of the same Type and (iii) shall be made by each such Lender in that initial aggregate principal amount as is equal to the Tranche A BorrowersTerm Loan Commitment of such Lender on the Initial Borrowing Date. Once repaid, Tranche A Term Loans incurred hereunder may not be reborrowed. (b) Subject to and upon the terms and conditions set forth herein, each Lender with a Tranche B Term Loan Commitment severally agrees to make, on the Initial Borrowing Date, a term loan or term loans (each, a "Tranche B Term Loan" and, collectively, the "Tranche B Term Loans") to the Borrower, which Tranche B Term Loans (i) shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or Euro-Dollar Loans, provided that all Tranche B Term Loans comprising the same Borrowing of Tranche B Term Loans shall, unless otherwise specifically provided herein, consist of Tranche B Term Loans of the same Type and (iii) shall be made by each such Lender in that initial aggregate principal amount as is equal to the Tranche A Borrowers B Term Loan Commitment of such Lender on the Initial Borrowing Date. Once repaid, Tranche B Term Loans incurred hereunder may borrownot be reborrowed. (c) Subject to and upon the terms and conditions set forth herein, repay each Lender with a Revolving Loan Commitment severally agrees, at any time and reborrow from time to time during the Revolving Credit Period, upon notice by to make a Tranche A Borrower revolving loan or revolving loans (each, a "Revolving Loan" and, collectively, the "Revolving Loans") to the Administrative Agent given Borrower, which Revolving Loans (i) shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as and/or converted into Base Rate Loans or Euro-Dollar Loans, provided, that all Revolving Loans made as part of the same Borrowing shall, unless otherwise specifically provided herein, consist of Revolving Loans of the same Type, (iii) may be repaid and reborrowed in accordance with Section 2.2(athe provisions hereof and (iv) hereof such sums as are requested by the Tranche A Borrowers in an shall not exceed for any Lender at any time outstanding that aggregate principal amount that will not result which, when combined with the sum of (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (iI) the aggregate principal amount of all Tranche A other then outstanding Revolving Loans outstanding made by such Lender and (after giving effect to all amounts requestedII) to each Tranche A Borrower shall not exceed the product of (A) such Lender's RL Percentage multiplied by (B) the sum of (x) the Aggregate LC Exposure (exclusive of LC Reimbursement Obligations which are paid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) at any such time its respective Tranche A Sublimit, and (iiy) the aggregate principal amount of all Swingline Loans outstanding (exclusive of Swingline Loans which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) then outstanding, equals the Revolving Loan Commitment of such Lender at such time. (d) Subject to and upon the terms and conditions set forth herein, the Swingline Lender agrees to make at any time and from time to time after giving effect the Initial Borrowing Date and prior to all amounts requestedthe Swingline Expiry Date, a revolving loan or revolving loans to the Borrower (each, a "Swingline Loan" and, collectively, the "Swingline Loans"), which Swingline Loans (i) shall be made and maintained as Base Rate Loans, (ii) shall be denominated in Dollars, (iii) may be repaid and reborrowed in accordance with the provisions hereof, (iv) shall not exceed in aggregate principal amount at any time outstanding, when combined with the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of all Revolving Loans then outstanding and the Aggregate LC Exposure (exclusive of LC Reimbursement Obligations which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Swingline Loans) at such time, an amount equal to the Total Revolving Loan Commitment then in effect and (v) shall not less than (x) for Tranche A exceed in aggregate principal amount at any time outstanding the Maximum Swingline Amount. The Swingline Lender shall not be obligated to make any Swingline Loans at a time when a Lender Default exists unless the Swingline Lender has entered into arrangements satisfactory to it and the Borrower to eliminate the Swingline Lender's risk with respect to the Defaulting Lender's or Lenders' participation in such Swingline Loans, $500,000including by cash collateralizing such Defaulting Lender's or Lenders' RL Percentage of the outstanding Swingline Loans. The Swingline Lender will not make a Swingline Loan after it has received written notice from the Borrower or the Required Lenders stating that a Default exists until such time as the Swingline Lender shall have received a written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default from the Required Lenders. (e) On any Business Day, and integral multiples the Swingline Lender may, in its sole discretion, give notice to the RL Lenders that its outstanding Swingline Loans shall be funded with a Borrowing of $100,000 Revolving Loans (provided that each such notice shall be deemed to have been automatically given upon occurrence of a Default under Section 6.01(g) or (h) or upon the exercise of any remedies provided in excess thereofthe last paragraph of Section 6.01), and in which case a Borrowing of Revolving Loans constituting Base Rate Loans (y) for Tranche B Loanseach such Borrowing, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(aa "Mandatory Borrowing") shall be made on the immediately succeeding Business Day by all RL Lenders pro rata based on each RL Lender's RL Percentage, and the proceeds thereof shall be applied directly to repay the Swingline Lender for such outstanding Swingline Loans. Each such Lender hereby irrevocably agrees to make Base Rate Loans upon one Business Day's notice pursuant to each Mandatory Borrowing in the amount and in the manner specified in the preceding sentence and on the date specified in writing by the Swingline Lender notwithstanding (i) that the amount of the Mandatory Borrowing may not comply with the Minimum Borrowing Amount otherwise required hereunder, (ii) whether any conditions specified in Section 3.02 are then satisfied, (iii) whether a Default or an Event of Default has occurred and is continuing, (iv) the date of such Mandatory Borrowing and (v) any reduction in the Total Revolving Loan Commitment after any such Swingline Loans were made. In the event that an Mandatory Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of the Borrower), each RL Lender (other than the Swingline Lender) hereby agrees that it shall forthwith purchase from the several Tranche A Banks pro rata Swingline Lender (without recourse or warranty) such assignment of the outstanding Swingline Loans as shall be necessary to cause the RL Lenders to share in accordance with such Bank’s Tranche A Commitment Percentage Swingline Loans ratably based upon their respective RL Percentages, provided that all interest payable on the Swingline Loans shall be for the account of the Swingline Lender until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the RL Lender purchasing same from and from the several Tranche B Banks pro rata in accordance with after such Bank’s Tranche B Commitment Percentagedate of purchase.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Term Loan Lender severally agrees to make loans lend to the Tranche A BorrowersBorrower its Pro Rata Share of the Term Loan Commitment (each individually, a “Term Loan” and, collectively, the “Term Loans”). The Term Loans shall be made by the Term Loan Lenders in a single Borrowing on the Availability Date, whereupon the Term Loan Commitment shall terminate. The Term Loans shall be made by the Term Loan Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Term Loan Lender shall be responsible for any failure by any other Term Loan Lender to perform its obligation to make any Term Loan hereunder nor shall the Tranche A Borrowers Term Loan Commitment of any Term Loan Lender be increased or decreased as a result of any such failure. Once repaid, Term Loans may borrownot be reborrowed. (b) During the Revolving Credit Period each Revolving Lender severally agrees, repay on the terms and reborrow conditions set forth in this Agreement, to lend to the Borrower pursuant to this Section from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate outstanding principal amount of all Tranche A such Lender’s Revolving Loans (after giving effect to all amounts requested) and Tranche A such Lender’s Pro Rata Share of outstanding Swing Line Advances Loans and Letter of Credit Liabilities at any one time outstanding shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowerssuch Lender’s Revolving Commitment, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal outstanding amount of all Tranche B Revolving Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances Loans plus the Letter of Credit Liabilities shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Revolving Commitments. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples 10,000,000 or any larger multiple of $100,000 in excess thereof, 1,000,000; and (y) for Tranche B Loans, $5,000,000, and integral multiples each Borrowing of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) Revolving Loans shall be made from the several Tranche A Banks pro rata Revolving Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage proportion to their respective Pro Rata Shares of the Revolving Commitment. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by Section 2.16, prepay Revolving Loans and from reborrow at any time on or prior to the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment PercentageTermination Date under this Section. The Revolving Loans shall mature, and the principal amount thereof shall be due and payable, on the Termination Date.

Commitments to Lend. (a) Subject to Each Revolving Lender severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees herein, to make revolving loans (collectively, the “Revolving Loans”, and each a “Revolving Loan”) to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower from time to time during before the Termination Date; provided that, immediately after each such Revolving Credit PeriodLoan is made, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate outstanding principal amount that will of Revolving Loans by such Lender shall not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A exceed the amount of its Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; providedCommitment, that and the aggregate outstanding principal amount of all Tranche A Revolving Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances plus the aggregate outstanding amount of the Letter of Credit Obligations shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each aggregate amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Commitments. Each Borrowing under this Section 2.1(a2.01(a) shall be in an aggregate principal amount of $5,000,000 or any larger integral multiple of $1,000,000 (except that any such Borrowing may be in the aggregate amount of the Unused Commitments) and shall be made by the several Revolving Lenders ratably in proportion to their respective Revolving Commitments. Within the foregoing limits, the Borrower may borrow under this Section 2.01(a), repay or, to the extent permitted by Section 2.10, prepay Loans and reborrow under this Section 2.01(a) at any time before the Termination Date. (i) Each Term Loan A Lender severally agrees, on the terms and conditions set forth herein, to make a term loan (collectively, the “Term Loan A”) to the Borrower on the Amendment Date. (ii) At any time prior to the Termination Date so long as the aggregate principal amount of the Term Loan A advanced hereunder is less than $100,000,000, the amount of the Term Loan A outstanding may be increased (a “Term Loan A Increase”) either by having one or more Eligible Assignees (other than Lenders then holding a Commitment hereunder) approved by the Borrower and the Administrative Agent (each a “New Term Loan A Lender”) become Term Loan A Lenders hereunder and/or by having any one or more Lenders then holding a Commitment hereunder (at their respective election in their sole discretion) that have been approved by the Borrower and the Administrative Agent (which consents will not be unreasonably withheld) increase the amount of their Term Loan A Commitments or obtain a Term Loan A Commitment (any such Lender that elects to increase its, or obtain a, Term Loan A Commitment and any New Term Loan A Lender being hereinafter referred to as an “Additional Term Loan A Lender”). Any Term Loan A Increase shall be subject to the following conditions (the “Term Loan A Conditions”): (A) unless otherwise agreed by the Borrower and the Administrative Agent, the Term Loan A Commitment of any New Term Loan A Lender shall not be less than $10,000,000; (B) unless otherwise agreed by the Borrower and the Administrative Agent, the increase in the Commitment of any Lender shall be not less than $5,000,000; (xC) after giving effect to any Term Loan A Increase, the aggregate Commitments hereunder shall not exceed $450,000,000 and the aggregate Term Loan A advanced hereunder shall not exceed $100,000,000; (D) the Borrower and each Additional Term Loan A Lender shall have executed and delivered a Commitment and Acceptance and the Administrative Agent shall have accepted and executed the same (which acceptance shall not be unreasonably withheld); (E) the Borrower shall have executed and delivered to the Administrative Agent a Note payable to the order of each Additional Term Loan A Lender, each such Note to be in the amount of such Additional Term Loan A Lender’s Term Loan A Commitment or increased Term Loan A Commitment (as applicable); (F) the Borrower shall have delivered to the Administrative Agent an opinion of counsel (similar to the form of opinion delivered on the Closing Date, modified to apply to the increase in the aggregate Term Loan A Commitments and each Note and Commitment and Acceptance executed and delivered in connection therewith); (G) the Guarantors shall have delivered to the Administrative Agent a written instrument confirming their consent to the new Term Loan A Commitments and that the Guaranty continues in full force and effect; (H) the Borrower and each Additional Term Loan A Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably requested in connection with such new Term Loan A Commitments or increases in Term Loan A Commitments (as applicable); (I) the Borrower shall pay (i) to the Administrative Agent for Tranche the account of the Additional Term Loan A Loans, $500,000Lenders an upfront fee related to the increased Term Loan A Commitments and (ii) to the Administrative Agent or its affiliate an arrangement fee related to the Term Loan A Increase, and integral multiples of $100,000 such fees shall be in excess thereofan amount to be determined by the Borrower and the Administrative Agent, and payable on the applicable Term Loan A Advance Date; and (yJ) for Tranche B Loansno Default shall exist on the applicable Term Loan A Advance Date after giving effect to the increase in the aggregate Term Loan A Commitments. The form and substance of the documents required under clauses (D) through (H) above shall be fully acceptable to the Administrative Agent in its reasonable discretion. The Administrative Agent shall provide written notice to Lenders following any such increase in the aggregate Term Loan A Commitments hereunder and shall furnish to Lenders, $5,000,000upon request, copies of each Commitment and integral multiples Acceptance. Each Additional Term Loan A Lender severally agrees, on the terms and conditions set forth herein, to make its advance of $1,000,000 in excess thereof. Term Loan A to the Borrower on the date the Term Loan A Conditions are met with respect to such additional Term Loan A Lender. (iii) Each Borrowing under this Section 2.1(a2.01(b) shall be made from by the several Tranche Term Loan A Banks pro rata Lenders ratably in accordance with such Bank’s Tranche proportion to their respective Term Loan A Commitment Percentage Commitments. (c) The Borrower may not repay and from reborrow the several Tranche Term Loan A, the Term Loan B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentageor any portion thereof.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Credit Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Lenders having a Revolving Credit Commitment severally agrees to make loans lend to the Tranche A Borrowers, Domestic Borrowers and the Tranche A Domestic Borrowers may borrow, repay repay, and reborrow from time to time during between the Closing Date and the Revolving Credit Period, Loan Maturity Date upon notice by a Tranche A Borrower ▇▇▇▇▇▇▇-▇▇▇▇▇▇▇ to the Administrative Agent given in accordance with Section 2.2(a) hereof 2.6, such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇▇▇-▇▇▇▇▇▇▇ severally agrees on behalf of the Domestic Borrowers up to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an maximum aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any one time its respective Tranche A Sublimitequal to such Lender's Revolving Credit Commitment, (ii) minus such Lender's Commitment Percentage of the aggregate principal sum of the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, provided that the sum of the outstanding amount of all the Domestic Revolver Loans outstanding and Swing Line Loans (after giving effect to all amounts requested), plus the Dollar Equivalent of the sum of the outstanding amount of the Hunter Revolver Loans, plus the Maximum Drawing Amount and all Unpaid Reimbursement Obligations, plus the Dollar Equivalent of the aggregate face amount of all outstanding Bankers' Acceptances shall not at any time exceed the Total Revolving Credit Commitment. (b) Upon the terms and subject to the conditions of this Credit Agreement, the Hunter Fronting Bank agrees to lend to Hunter in Canadian Dollars the Canadian Dollar Equivalent of such sums that Hunter may request, from the Closing Date until but not including the Revolving Credit Loan Maturity Date, upon notice by Hunter to the Hunter Fronting Bank given in accordance with Section 2.6 hereof; provided that the outstanding principal amount of the Hunter Revolver Loans plus the aggregate face amount of all outstanding Bankers' Acceptances shall not exceed at any time the aggregate Commitment Amounts of all Hunter Line, provided further, that the sum of the Banks outstanding amount of the Domestic Revolver Loans and Swing Line Loans, plus the Dollar Equivalent of the sum of the outstanding amount of the Hunter Revolver Loans (iii) after giving effect to all amounts requested), such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws plus the Maximum Drawing Amount and regulationsall Unpaid Reimbursement Obligations, plus the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (Dollar Equivalent of the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal face amount of all outstanding Bankers' Acceptances shall not less than at any time exceed the Total Revolving Credit Commitment. (xc) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) The Domestic Revolver Loans shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B each Lender's Commitment Percentage. Each request for a Revolving Credit Loan hereunder shall constitute a representation and warranty by the applicable Borrower(s) that the conditions set forth in Section 13 and Section 14 have been satisfied on the date of such Loan. (d) Notwithstanding anything to the contrary in this Section 2.1, each of the Lenders having a Revolving Credit Commitment will, on one or more occasions prior to the Revolving Credit Loan Maturity Date, and regardless of whether the conditions set forth in Sections 13 and 14 are satisfied, make Domestic Revolver Loans to any Domestic Borrower solely for the purposes of repaying Swing Line Loans made to such Domestic Borrower pursuant to Section 2A.4 hereof. Section 2A hereof shall govern the Domestic Borrowers' joint and several obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(d) cause the sum of the aggregate principal amount of Domestic Revolver Loans outstanding plus the aggregate principal amount of all Swing Line Loans outstanding plus the aggregate Maximum Drawing Amount of all Letters of Credit outstanding and all Unpaid Reimbursement Obligations plus the Dollar Equivalent of the sum of the outstanding amount of the Hunter Revolver Loans plus the Dollar Equivalent of the aggregate face amount of all outstanding Bankers' Acceptances to exceed the Total Revolving Credit Commitment then in effect, the Domestic Borrowers shall immediately prepay such excess amount.

Commitments to Lend. (a) Subject to During the Revolving Credit Period, each Lender severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time in amounts such that (i) such Lender’s Outstanding Committed Amount shall not exceed its Commitment and (ii) the Total Outstanding Amount shall not exceed the Total Commitments. Within the foregoing limits, the Borrower may borrow under this Section, prepay Loans to the extent permitted by Section 2.09 and reborrow at any time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time Period under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)this Section. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples 5,000,000 or any larger multiple of $1,000,000 (except that any such Borrowing may be in excess thereof. Each Borrowing under this the aggregate amount available in accordance with Section 2.1(a3.02) and shall be made from the several Tranche A Banks pro rata Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage and proportion to their respective Commitments. (b) The Termination Date may be extended in the manner set forth in this subsection (b) for a period of one year from the several Tranche B Banks pro rata Termination Date then in accordance with effect provided that (i) no Default or Event of Default shall have occurred and be continuing; and (ii) the representations and warranties contained in this Agreement are true and correct as of such Bank’s Tranche B Commitment Percentagedate. If the Borrower wishes to request an extension of the Termination Date, the Borrower shall give written notice to that effect to the Administrative Agent not less than 45 nor more than 60 days prior to each anniversary of the Effective Date, whereupon the Administrative Agent shall promptly notify each of the Lenders of such request. Each Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole and absolute discretion, within 10 days of such notice to the Administrative Agent. Any Lender not responding to such request within such time period shall be deemed to have responded negatively to such request. The Borrower may request the Lenders that do not elect to extend the Termination Date to assign their Commitments in their entirety to one or more Assignees pursuant to Section 9.08 which Assignees will agree to extend the Termination Date. If all Lenders (including such Assignees and excluding their respective transferor Lenders) respond affirmatively, then, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit I hereto duly completed and signed by all of the parties thereto, the Termination Date shall be extended to the first anniversary of the Termination Date then in effect.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof hereof, (i) such sums as are requested by the Tranche A Borrowers in an up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding at any one time equal to such Bank’s Tranche A Commitment Amount or Amount, and (bii) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that sums as are requested by the Tranche B Borrower up to a maximum aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees at any one time equal to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or Amount, provided that (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (ia) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche A Commitment Amounts of all of the Banks less outstanding Tranche A Swing Line Advances, (b) the aggregate principal amount of all Tranche A Loans outstanding to each Tranche A Borrower (after giving effect to all amounts requested) shall not exceed at any time its respective Tranche A Sublimit, (iic) the aggregate principal amount of all Tranche B Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche B Commitment Amounts of all of the Banks less outstanding Tranche B Swing Line Advances, (d) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iiie) the aggregate principal amount of all Loans outstanding to any Borrower (after giving effect to all amounts requested, ) shall not exceed at any time the maximum amount (the Table of Contents “Maximum Amount”) such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)time. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with each Bank’s Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement, each Swing Line Lender agrees to make (i) an amount equal to its Tranche A Commitment Amount available by making Loans to any one or more Tranche A Borrowers and (ii) an amount equal to its Tranche B Commitment Amount available by making Loans to the Tranche B Borrower, and each Borrower may borrow, repay and reborrow such Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by any Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount at any time outstanding not to exceed the aggregate Tranche A Commitment Amounts or the aggregate Tranche B Commitment Amounts, as applicable, of the Swing Line Lenders (after giving effect to all Swing Line Advances requested); provided that the aggregate amount of all Loans outstanding from each Swing Line Lender (after giving effect to all Swing Line Advances requested) shall not exceed the respective Swing Line Lender’s Commitment Amount, and provided further that the maximum amount of Swing Line Advances for a Swing Line Lender shall be subject to any maximum limit as stated in Schedule 1 annexed hereto. All Swing Line Advances shall be made by the Swing Line Lenders on a pro rata basis. Each Borrower promises to pay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) ten (10) days after the date such Swing Line Advance was made, (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section, and (C) the Termination Date. If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section by such Borrower prior to the Termination Date, or (z) the Administrative Agent so requests at any time in its sole and absolute discretion, then each Bank (including each of the Swing Line Lenders in its respective capacity as a Bank) shall fund its pro rata share (based upon such Bank’s Tranche A Commitment Percentage Percentage) of the principal amount of such Swing Line Advance with a Committed Loan, which Committed Loan shall initially be a Base Rate Loan. Each Bank’s obligation to make such payments to the Administrative Agent for account of the Swing Line Lenders under this paragraph (b), and the Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make its payment under this paragraph (b), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such payment to the Swing Line Lenders shall be made without any offset, abatement, withholding or reduction whatsoever. Each Bank agrees to fund its pro rata share of such outstanding Swing Line Advances on (i) the Business Day on which demand therefore is made by the Swing Line Lenders as aforesaid, provided that notice of such demand is given not later than 2:00 p.m. (New York time) on such Business Day or (ii) the first Table of Contents Business Day next succeeding such demand if notice of such demand is given after such time. If and to the extent that any Bank shall not have so made the amount of such Swing Line Advance available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent for the account of the Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the several Tranche B Banks pro rata in accordance with date of demand by the Swing Line Lenders until the date such Bank’s Tranche B Commitment Percentageamount is paid to the Administrative Agent, at the Federal Funds Rate.

Commitments to Lend. (a) Subject to Each Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each , to make Loans to the Borrower and participate in Letters of Credit issued by the Fronting Bank on behalf of the Tranche A ▇▇▇▇▇ severally agrees Banks pursuant to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow this Article II from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given term hereof in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Committed Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Bank at any one time outstanding together with such Bank's pro rata share of the Letter of Credit Usage shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of its Commitment, provided that in no event shall the aggregate amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B BorrowersLoans then outstanding and Letter of Credit Usage, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Loan Availability. Each Borrowing under this Section 2.1(a) 2.1 shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and 1,000,000 or an integral multiples multiple of $100,000 in excess thereofthereof (except that any such Borrowing may be in the aggregate amount available in accordance with Section 3.2(b) or in any amount required to reimburse the Fronting Bank for any drawing under any Letter of Credit) and, and (y) for Tranche B other than with respect to Money Market Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage proportion to their respective Commitments. Subject to the limitations set forth herein, any amounts repaid may be reborrowed. (b) If at any time the outstanding principal balance of the Loans and the Letter of Credit Usage exceeds the Loan Availability, Borrower shall submit to the Administrative Agent, not later than fifteen (15) days following written notice from the several Tranche B Banks pro rata Administrative Agent to Borrower (which notice Administrative Agent shall send to the Borrower promptly following receipt of a Compliance Certificate reflecting such excess borrowing condition, and copy of which notice shall be sent promptly by the Administrative Agent to each Bank) of the existence of such excess borrowing condition, a written plan pursuant to which Borrower shall cause such excess borrowing condition to be eliminated not later than thirty (30) days following such notice from the Administrative Agent to the Borrower, through one or both of the following means: Borrower shall (A) pay to the Administrative Agent such amounts and/or (B) designate to the Administrative Agent such additional Qualifying Unencumbered Properties as may be acceptable under Section 5.14 as are necessary so that the outstanding principal balance of the Loans and the Letter of Credit Usage does not exceed the Loan Availability. Failure by Borrower to have complied with the foregoing in accordance a timely manner shall constitute an Event of Default without further notice or grace period hereunder. No further Borrowings shall be permitted, and the Borrower shall not cause or allow any existing Qualifying Unencumbered Property to no longer be a Qualifying Unencumbered Property, so long as such excess borrowing condition shall continue to exist. Nothing in this Section 2.1(b) shall excuse Borrower's compliance with all terms, conditions, covenants and other obligations imposed upon it under the Loan Documents during the period of such Bank’s Tranche B Commitment Percentageexcess borrowing, nor in any manner condition or impair the Banks' rights thereunder in respect of any such breach thereof by Borrower.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) herein, each of the Tranche A ▇▇▇▇▇ Lender severally agrees to make loans lend to the Tranche A BorrowersBorrower, and the Tranche A Borrowers Borrower may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A the Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof 2.02(a), such sums in Dollars as are requested by the Tranche A Borrowers Borrower, the proceeds of which will solely be used for the purposes set forth in an Section 6.08(a) hereof (each, a “Loan” and collectively, the “Loans”), up to a maximum aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) exceed at any time outstanding the amount of such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such BankL▇▇▇▇▇’s Commitment Amount; provided, however, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requestedany Borrowing, (i) and Tranche A Swing Line Advances the Total Outstandings shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount at such time of all Loans outstanding owing to any Lender shall not exceed such Lender’s Commitment Amount, (iii) the aggregate amount of the Borrower’s Senior Securities Representing Indebtedness (after giving effect to all amounts requestedrequested to be borrowed by the Borrower) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Maximum Amount; and (iiiiv) the Total Outstandings (after giving effect to all amounts requestedrequested under this Section 2.01) shall not exceed at any time the lesser of (x) Margin Loan Collateral Value and (y) the Aggregate Commitment Amount and, such Borrower will not have outstanding more than it is permitted provided, further, that no Collateral Shortfall exists either before or after giving effect to borrow at such time all amounts requested under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)this Section 2.01. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks Lenders pro rata in accordance with such Bankeach Lender’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentage. Within the limits of each Lender’s Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01 (provided, however, that Loans of any Terminating Lender prepaid prior to such L▇▇▇▇▇’s Specified Termination Date may be reborrowed prior to the earlier of (x) such Lender’s Specified Termination Date and (y) the Termination Date).

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to (a) convert and continue an amount equal to its convert and continue an amount equal to its Term Commitment Percentage of $30,000,000 of its Existing Term Loan as a new term loan (each a “Term Loan”), (b) convert and continue an amount equal to its Revolving Commitment Percentage of $15,000,000 of its Existing Term Loan as a revolving loan (each a “Converted Revolving Loan”; collectively the “Converted Revolving Loans”), (c) continue each of its Existing Revolving Loans as a revolving loan (each a “Continued Revolving Loan”; collectively the “Continued Revolving Loans”), and (d)[reserved], (b) [reserved], (c) [reserved], (d) [reserved], and (e) make new revolving loans (each a “New Revolving Loan”; collectively the “New Revolving Loans” and, together with the Converted Revolving Loans (as defined in the Current Credit Agreement) and the Continued Revolving Loans (as defined in the Current Credit Agreement), the “Revolving Loans”) to the Tranche A BorrowersBorrower, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A the Borrower to the Administrative Agent given in accordance with Section 2.2(a2.02(a) hereof such sums as are requested by the Tranche A Borrowers in an hereof, up to a maximum aggregate principal amount that will not result (after giving effect outstanding at any one time equal to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further provided that in each case set forth in clauses (a) though (e) immediately above, (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not (X) exceed at any time its respective Tranche A Sublimitthe Borrowing Base or (Y) cause the Borrower to have an aggregate amount of Debt outstanding that is in excess of the Maximum Amount, and (ii) the aggregate principal amount of all Revolving Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Aggregate Revolving Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulatorsAmount, in each case as in effect from time to time (the “Maximum Amount”)at such time. Each Borrowing borrowing of Revolving Loans under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000equal to an Approved Borrowing Amount, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such each Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Revolving Commitment Percentage. Each Loan shall mature and become due and payable as provided in Section 2.05 hereof.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement: (i) each Tranche A Swing Line Lender agrees to make a portion of its Tranche A Commitment Amount available by making swing line advances to any one or more Tranche A Borrowers and each Tranche A Borrower may borrow, repay and reborrow such Tranche A Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche A Swing Line Lender’s Tranche A Swing Line Advances exceeding its Tranche A Swing Line Commitment, (b) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans and Tranche A Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each Tranche B Swing Line Lender agrees to make a portion of its Tranche B Commitment Amount available by making swing line advances to any one or more Tranche B Borrowers and each Tranche B Borrower may borrow, repay and reborrow such Tranche B Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche B Swing Line Lender’s Tranche B Swing Line Advances exceeding its Tranche B Swing Line Commitment, (b) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans and Tranche B Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche B Commitment Amount provided, further that in each case, after giving effect to all amounts requested, (i) the aggregate principal amount of outstanding Swing Line Advances made by such Swing Line Lender shall not exceed such Swing Line Lender’s Swing Line Commitment, (ii) such Swing Line Lender’s Tranche A Revolving Credit Exposure shall not exceed its Tranche A Commitment Amount, (iii) such Swing Line Lender’s Tranche B Revolving Credit Exposure shall not exceed its Tranche B Commitment Amount, (iv) such Swing Line Lender’s Revolving Credit Exposure shall not exceed its Commitment Amount and (v) the sum of the total Revolving Credit Exposure shall not exceed the total Commitment Amounts. All Swing Line Advances shall be made by the Applicable Swing Line Lenders on a pro rata basis. Each Borrower promises to repay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) the Maturity Date for such Swing Line Advance and (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section 2.1. Each Swing Line Advance shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. (c) If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section 2.1 by such Borrower prior to the Termination Date, or (z) the Administrative Agent or any Applicable Swing Line Lender so requests at any time in its sole and absolute discretion, then each Applicable Bank (including each Applicable Swing Line Lender, in its respective capacity as a Bank) shall fund its pro rata share (based upon such Applicable Bank’s Tranche A Commitment Percentage or Tranche B Commitment Percentage, as applicable) of the principal amount of such Swing Line Advance with a Committed Loan. Each Applicable Bank agrees to fund its pro rata share of each such outstanding Swing Line Advance on (i) the Business Day on which demand therefore is made by any Swing Line Lender or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such day if notice of such demand is given after such time, provided that in no event shall the aggregate outstanding amount of any Bank’s (a) Tranche A Revolving Credit Exposure exceed such Bank’s Tranche A Commitment Amount, (b) Tranche B Revolving Credit Exposure exceed such Bank’s Tranche B Commitment Amount or (c) Revolving Credit Exposure exceed such Bank’s Commitment Amount. If and to the extent that any Applicable Bank shall not have so made the amount of such Committed Loan available to the Administrative Agent, such Applicable Bank agrees to pay to the Administrative Agent for the account of the Applicable Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Applicable Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the greater of the Federal Funds Effective Rate or the Overnight Bank Funding Rate. (d) If prior to the making of a Committed Loan to a Borrower pursuant to the immediately preceding paragraph one or more of the events described in Section 6.1(d) or Section 6.1(e) shall have occurred with respect to such Borrower or if for any other reason a Committed Loan cannot be made pursuant to Section 2.1(c), each Applicable Bank severally, unconditionally and irrevocably agrees that it shall purchase a participating interest in the applicable Swing Line Advances (“Unrefunded Swing Line Advances”) in an amount equal to the amount (if any) of Committed Loans which would otherwise have been made by such Bank pursuant to Section 2.1(c) (and subject to the notice periods and other procedures referred to in Section 2.1(c)). Each Applicable Bank will immediately transfer to the Administrative Agent, in immediately available funds, the amount of its participation (the “Swing Line Participation Amount”), and the proceeds of such participation shall be distributed by the Administrative Agent to the Applicable Swing Line Lenders in such amount as will reduce the amount of the participating interest retained by the Applicable Swing Line Lenders in its Swing Line Advances to the amount of the Committed Loans which were to have been made by it pursuant to Section 2.1(c). (e) Whenever, at any time after any Swing Line Lender has received from any Bank such Bank’s Swing Line Participation Amount, such Swing Line Lender receives any payment on account of the Swing Line Advances, such Swing Line Lender will distribute to such Bank its Swing Line Participation Amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Bank’s participating interest was outstanding and funded and, in the case of principal and interest payments, to reflect such Bank’s pro rata portion of such payment if such payment is not sufficient to pay the principal of and interest on all applicable Swing Line Advances then due); provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Bank will return to such Swing Line Lender any portion thereof previously distributed to it by such Swing Line Lender. (f) Each applicable Bank’s obligation to make the Committed Loans described in Section 2.1(c) and to purchase the Swing Line Participation Amounts described in Section 2.1(d), and the Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make the Committed Loans described in Section 2.1(c) or to purchase the Swing Line Participation Amounts described in Section 2.1(d), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such Committed Loan or purchase of a Swing Line Participation Amount shall be made without any offset, abatement, withholding or reduction whatsoever.

Commitments to Lend. (a) Subject to and upon the terms and conditions set forth in this Agreement: herein, each Lender with a Tranche A Term Loan Commitment severally agrees to make, on the Initial Borrowing Date, a term loan or term loans (each, a "Tranche A Term Loan" and, collectively, the "Tranche A Term Loans") to the Borrower, which Tranche A Term Loans (i) each shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or Euro-Dollar Loans, provided that all Tranche A ▇▇▇▇▇ severally agrees to make loans Term Loans comprising the same Borrowing of Tranche A Term Loans shall, unless otherwise specifically provided herein, consist of Tranche A Term Loans of the same Type and (iii) shall be made by each such Lender in that initial aggregate principal amount as is equal to the Tranche A BorrowersTerm Loan Commitment of such Lender on the Initial Borrowing Date (after giving effect to any termination thereof pursuant to Section 2.09(a), but prior to any reduction thereto pursuant to Section 2.09(b)). Once repaid, Tranche A Term Loans incurred hereunder may not be reborrowed. (b) Subject to and upon the terms and conditions set forth herein, each Lender with a Tranche B Term Loan Commitment severally agrees to make, on the Initial Borrowing Date, a term loan or term loans (each, a "Tranche B Term Loan" and, collectively, the "Tranche B Term Loans") to the Borrower, which Tranche B Term Loans (i) shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as, and/or converted into, Base Rate Loans or Euro-Dollar Loans, provided that all Tranche B Term Loans comprising the same Borrowing of Tranche B Term Loans shall, unless otherwise specifically provided herein, consist of Tranche B Term Loans of the same Type and (iii) shall be made by each such Lender in that initial aggregate principal amount as is equal to the Tranche A Borrowers B Term Loan Commitment of such Lender on the Initial Borrowing Date (after giving effect to any termination thereof pursuant to Section 2.09(a), but prior to any reduction thereto pursuant to Section 2.09(c)). Once repaid, Tranche B Term Loans incurred hereunder may borrownot be reborrowed. (c) Subject to and upon the terms and conditions set forth herein, repay each Lender with a Revolving Loan Commitment severally agrees, at any time and reborrow from time to time during the Revolving Credit Period, upon notice by to make a Tranche A Borrower revolving loan or revolving loans (each, a "Revolving Loan" and, collectively, the "Revolving Loans") to the Administrative Agent given Borrower, which Revolving Loans (i) shall be denominated in Dollars, (ii) shall, at the option of the Borrower, be incurred and maintained as and/or converted into Base Rate Loans or Euro-Dollar Loans, provided that all Revolving Loans made as part of the same Borrowing shall, unless otherwise specifically provided herein, consist of Revolving Loans of the same Type, (iii) may be repaid and reborrowed in accordance with Section 2.2(athe provisions hereof and (iv) hereof such sums as are requested by the Tranche A Borrowers in an shall not exceed for any Lender at any time outstanding that aggregate principal amount that will not result which, when combined with the sum of (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (iI) the aggregate principal amount of all Tranche A other then outstanding Revolving Loans outstanding made by such Lender and (after giving effect to all amounts requestedII) to each Tranche A Borrower shall not exceed the product of (A) such Lender's RL Percentage multiplied by (B) the sum of (x) the Aggregate LC Exposure (exclusive of LC Reimbursement Obligations which are paid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) at any such time its respective Tranche A Sublimit, and (iiy) the aggregate principal amount of all Swingline Loans outstanding (exclusive of Swingline Loans which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Revolving Loans) then outstanding, equals the Revolving Loan Commitment of such Lender at such time. (d) Subject to and upon the terms and conditions set forth herein, the Swingline Lender agrees to make at any time and from time to time after giving effect the Initial Borrowing Date and prior to all amounts requestedthe Swingline Expiry Date, a revolving loan or revolving loans to the Borrower (each, a "Swingline Loan" and, collectively, the "Swingline Loans"), which Swingline Loans (i) shall be made and maintained as Base Rate Loans, (ii) shall be denominated in Dollars, (iii) may be repaid and reborrowed in accordance with the provisions hereof, (iv) shall not exceed in aggregate principal amount at any time outstanding, when combined with the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of all Revolving Loans then outstanding and the Aggregate LC Exposure (exclusive of LC Reimbursement Obligations which are repaid with the proceeds of, and simultaneously with the incurrence of, the respective incurrence of Swingline Loans) at such time, an amount equal to the Total Revolving Loan Commitment then in effect and (v) shall not less than (x) for Tranche A exceed in aggregate principal amount at any time outstanding the Maximum Swingline Amount. The Swingline Lender shall not be obligated to make any Swingline Loans at a time when a Lender Default exists unless the Swingline Lender has entered into arrangements satisfactory to it and the Borrower to eliminate the Swingline Lender's risk with respect to the Defaulting Lender's or Lenders' participation in such Swingline Loans, $500,000including by cash collateralizing such Defaulting Lender's or Lenders' RL Percentage of the outstanding Swingline Loans. The Swingline Lender will not make a Swingline Loan after it has received written notice from the Borrower or the Required Lenders stating that a Default exists until such time as the Swingline Lender shall have received a written notice of (i) rescission of such notice from the party or parties originally delivering the same or (ii) a waiver of such Default from the Required Lenders. (e) On any Business Day, and integral multiples the Swingline Lender may, in its sole discretion, give notice to the RL Lenders that its outstanding Swingline Loans shall be funded with a Borrowing of $100,000 Revolving Loans (provided that each such notice shall be deemed to have been automatically given upon occurrence of a Default under Section 6.01(g) or (h) or upon the exercise of any remedies provided in excess thereofthe last paragraph of Section 6.01), and in which case a Borrowing of Revolving Loans constituting Base Rate Loans (y) for Tranche B Loanseach such Borrowing, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(aa "Mandatory Borrowing") shall be made on the immediately succeeding Business Day by all RL Lenders pro rata based on each RL Lender's RL Percentage, and the proceeds thereof shall be applied directly to repay the Swingline Lender for such outstanding Swingline Loans. Each such Lender hereby irrevocably agrees to make Base Rate Loans upon one Business Day's notice pursuant to each Mandatory Borrowing in the amount and in the manner specified in the preceding sentence and on the date specified in writing by the Swingline Lender notwithstanding (i) that the amount of the Mandatory Borrowing may not comply with the Minimum Borrowing Amount otherwise required hereunder, (ii) whether any conditions specified in Section 3.02 are then satisfied, (iii) whether a Default or an Event of Default has occurred and is continuing, (iv) the date of such Mandatory Borrowing and (v) any reduction in the Total Revolving Loan Commitment after any such Swingline Loans were made. In the event that a Mandatory Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code in respect of the Borrower), each RL Lender (other than the Swingline Lender) hereby agrees that it shall forthwith purchase from the several Tranche A Banks pro rata Swingline Lender (without recourse or warranty) such assignment of the outstanding Swingline Loans as shall be necessary to cause the RL Lenders to share in accordance with such Bank’s Tranche A Commitment Percentage Swingline Loans ratably based upon their respective RL Percentages, provided that all interest payable on the Swingline Loans shall be for the account of the Swingline Lender until the date the respective assignment is purchased and, to the extent attributable to the purchased assignment, shall be payable to the RL Lender purchasing same from and from the several Tranche B Banks pro rata in accordance with after such Bank’s Tranche B Commitment Percentagedate of purchase.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans denominated in Dollars to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof hereof, (i) such sums as are requested by the Tranche A Borrowers Borrowers, and (ii) such sums as are requested by the Tranche B Borrowers, in each case in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or Amount, (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or Amount, (bc) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (id) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time exceeding its respective Tranche A Sublimit, (iie) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time Total Revolving Credit Exposures exceeding the aggregate total Commitment Amounts of all of the Banks and or (iiif) after giving effect to all amounts requested, such Borrower will not have having outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with each Bank’s Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement, each Swing Line Lender agrees to make (x) a portion of its Tranche A Commitment Amount available by making Loans to any one or more Tranche A Borrowers and (y) a portion of its Tranche B Commitment Amount available by making Loans to the Tranche B Borrowers, and each Borrower may borrow, repay and reborrow such Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by any Borrower to the Administrative Agent in accordance with Section 2.2(b), in each case in an aggregate principal amount that will not result (after giving effect to all amounts requested) at any one time outstanding in (i) the aggregate principal amount of outstanding Swing Line Advances made by such Swing Line Lender exceeding such Swing Line Lender’s Swing Line Commitment, (ii) such Swing Line Lender’s Tranche A Revolving Credit Exposure exceeding its Tranche A Commitment Amount, (iii) such Swing Line Lender’s Tranche B Revolving Credit Exposure exceeding its Tranche B Commitment Amount, (iv) such Swing Line Lender’s Revolving Credit Exposure exceeding its Commitment Amount or (v) the sum of the Total Revolving Credit Exposure exceeding the total Commitment Amounts. All Swing Line Advances shall be made by the Swing Line Lenders on a pro rata basis. Each Borrower promises to pay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) ten (10) days after the date such Swing Line Advance was made, (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section, and (C) the Termination Date. If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section by such Borrower prior to the Termination Date, or (z) the Administrative Agent so requests at any time in its sole and absolute discretion, then each Bank (including each of the Swing Line Lenders in its respective capacity as a Bank) shall fund its pro rata share (based upon such Bank’s Tranche A Commitment Percentage Percentage) of the principal amount of such Swing Line Advance with a Committed Loan. Each Bank’s obligation to make such payments to the Administrative Agent for account of the Swing Line Lenders under this clause (b), and from the several Tranche B Banks Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make its payment under this clause (b), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such payment to the Swing Line Lenders shall be made without any offset, abatement, withholding or reduction whatsoever. Each Bank agrees to fund its pro rata share of such outstanding Swing Line Advances on (i) the Business Day on which demand therefore is made by the Swing Line Lenders or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such demand if notice of such demand is given after such time, provided that in accordance with no event shall the aggregate outstanding amount of any Bank’s Loans exceed such Bank’s Tranche B Commitment PercentageCommitment. If and to the extent that any Bank shall not have so made the amount of such Swing Line Advance available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent for the account of the Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the Federal Funds Rate. If prior to the making of a Committed Loan to a Borrower pursuant to the immediately preceding paragraph one or more of the events described in paragraph (d) or (e) of Section 6.1 shall have occurred with respect to such Borrower, each Bank severally, unconditionally and irrevocably agrees that it shall purchase a participating interest in the applicable Swing Line Advances in an amount equal to the amount (if any) of Committed Loans which would otherwise have been made by such Bank pursuant to such paragraph. Each Bank will immediately transfer to the Administrative Agent, in immediately available funds, the amount of its participation (the “Swing Line Participation Amount”), and the proceeds of such participation shall be distributed by the Administrative Agent to the Swing Line Lenders in such amount as will reduce the amount of the participating interest retained by the Swing Line Lenders in its Swing Line Advances to the amount of the Committed Loans which were to have been made by it pursuant to the immediately preceding paragraph. Whenever, at any time after any Swing Line Lender has received from any Bank such Bank’s Swing Line Participation Amount, such Swing Line Lender receives any payment on account of the Swing Line Advances, such Swing Line Lender will distribute to such Bank its Swing Line Participation Amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Bank’s participating interest was outstanding and funded and, in the case of principal and interest payments, to reflect such Bank’s pro rata portion of such payment if such payment is not sufficient to pay the principal of and interest on all Swing Line Advances then due); provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Bank will return to such Swing Line Lender any portion thereof previously distributed to it by such Swing Line Lender.

Commitments to Lend. (a) Subject to Each Term Loan Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans Term Loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time in up to four (4) Borrowings during the Revolving Credit Period, upon notice Term Loan Commitment Period as requested by a Tranche A the Borrower to the Administrative Agent given in accordance with Section 2.2(a2.2 in an amount not to exceed its Term Loan Commitment; provided that (i) hereof such sums as are requested by if the Tranche A Borrowers Borrower does not make Borrowings of Term Loans in an aggregate principal amount that will of at least fifty percent (50%) of the Amendment No. 1 Incremental Commitments as in effect on the Amendment No. 1 Effective Date on or prior to April 3, 2023 then the Amendment No. 1 Incremental Commitments shall be reduced in accordance with Section 2.9, (ii) all Borrowings of Term Loans shall be made no later than the last day of the Term Loan Commitment Period, (iii) the aggregate principal amount of any such Borrowing of Term Loans shall not result exceed the amount of the unused total Term Loan Commitments on the date of such Borrowing of Term Loans, and (after giving effect iv) the principal amount of Term Loans made by any Term Loan Bank to all amounts requested) in (a) the Borrower shall not exceed such Term Loan Bank’s Tranche A Revolving Credit Exposure exceeding Term Loan Commitment. The Term Loan Commitments of the Term Loan Banks to make the Term Loans (other than the New Term Loan Commitments, which shall be governed by Section 9.17) shall expire on the last day of the Term Loan Commitment Period (regardless of the failure of the Borrower to fully utilize the Term Loan Commitments) and the Term Loan Amount shall be reduced by the amount of such Bank’s Tranche A expired Term Loan Commitments. If the Term Loan Amount shall be increased in accordance with Section 9.17, each Term Loan Bank whose Term Loan Commitment Amount shall have been increased in accordance therewith or (b) who shall have become a Term Loan Bank hereunder, severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section from time to time in amounts such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Term Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Term Loan Bank at any one time outstanding shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B its Term Loan Commitment. The aggregate amount of Term Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances be made hereunder shall not exceed the Aggregate Tranche B Commitment Term Loan Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) 2.1 shall be in an aggregate principal amount of not less than at least (xi) for Tranche A Loanswith respect to the Term Loan Commitments in effect on the Amendment No. 1 Effective Date, $500,000, and integral multiples of $100,000 in excess thereof20,000,000, and (yii) for Tranche B Loansotherwise, $5,000,00010,000,000, and or an integral multiples multiple of $1,000,000 500,000 in excess thereof. Each Borrowing under this Section 2.1(a) thereof and shall be made from the several Tranche A Term Loan Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentageproportion to their respective Term Loan Commitments. Any Term Loans that are repaid may not be reborrowed.

Commitments to Lend. (a) Subject Each Lender severally agrees, on the terms of this Agreement, to make Loans in Dollars (individually, a “Revolving Loan” and collectively, the “Revolving Loans”), to the terms Borrower requesting such Loans for a period commencing on the Agreement Effective Date and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during terminating on the Revolving Credit PeriodLoan Commitment Termination Date applicable to such Lender, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will Outstanding at any one time (together with such Lender’s participations at such time in any Outstanding L/C Obligations) not result (after giving effect to all amounts requested) in (a) exceed such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such BankLender’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that Loan Commitment. The amount of the aggregate principal amount (without duplication) of all Revolving Loans, Tranche A B Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances L/C Obligations at any one time Outstanding shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed the Commitments at any such time its respective Tranche A Sublimit, or (ii) from and after the third anniversary of the Agreement Effective Date, the Commitment Availability. Within the limits of the Revolving Loan Commitment of each Lender, the Borrower may borrow under this Section 2.01, prepay pursuant to Section 2.09 and re- borrow under this Section 2.01. (b) Each Lender severally agrees, on the terms of this Agreement, to make Loans in Dollars (individually, a “Tranche B Loan” and collectively, the “Tranche B Loan”), to the Borrower requesting such Loans for a period commencing on the Agreement Effective Date and terminating on the Tranche B Loan Commitment Termination Date applicable to such Lender, in an aggregate amount Outstanding at any one time (together with such Lender’s participations at such time in any Outstanding L/C Obligations) not to exceed such Lender’s Tranche B Loan Commitment. The amount of the aggregate principal amount (without duplication) of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000Revolving Loans and L/C Obligations at any one time Outstanding shall not exceed (i) the aggregate amount of the Commitments at such time or (ii) from and after the third anniversary of the Agreement Effective Date, and integral multiples of $1,000,000 in excess thereofthe Commitment Availability. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Any Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment PercentageLoans repaid hereunder are not permitted to be re-borrowed.

Commitments to Lend. (a) Subject to Each Revolving Credit Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each , to make Committed Revolving Loans to the Borrower and participate in Letters of Credit issued by a Fronting Bank on behalf of the Tranche A ▇▇▇▇▇ severally agrees Borrower pursuant to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow this Section from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given Availability Period in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Committed Revolving Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Revolving Credit Bank at any one time outstanding plus such Revolving Credit Bank’s Revolving Commitment Percentage of Swingline Loans outstanding together with such Revolving Credit Bank’s Revolving Commitment Percentage of the Letter of Credit Usage shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B its Revolving Commitment. The aggregate amount of Committed Revolving Loans (after giving effect to all amounts requested) be made hereunder together with the Letter of Credit Usage, Swingline Loans and Tranche B Swing Line Advances outstanding Money Market Loans shall not exceed the Aggregate Tranche B Commitment Revolving Loan Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(asubsection (a) shall be in an aggregate principal amount of not less at least $2,500,000, or an integral multiple of $500,000 in excess thereof and, other than (x) for Tranche A with respect to Money Market Loans and Swingline Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Revolving Credit Banks pro rata ratably in proportion to their respective Revolving Commitments. Subject to the limitations set forth herein, any amounts repaid may be reborrowed. (b) Each Term Loan Bank severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section on the Initial Funding Date in an amount equal to its Commitment. If the Term Loan Amount shall be increased in accordance with Section 9.17, each Term Loan Bank whose Term Commitment shall have been increased in accordance therewith or who shall have become a Term Loan Bank hereunder, severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section from time to time in amounts such Bank’s Tranche A Commitment Percentage that the aggregate principal amount of Term Loans by such Term Loan Bank at any one time outstanding shall not exceed the amount of its Term Commitment. The aggregate amount of Term Loans to be made hereunder shall not exceed the Term Loan Amount. Each Borrowing under this subsection (a) shall be in an aggregate principal amount of at least $2,500,000, or an integral multiple of $500,000 in excess thereof and shall be made from the several Tranche B Term Loan Banks pro rata ratably in accordance with such Bank’s Tranche B Commitment Percentageproportion to their respective Term Commitments. Any amounts repaid may be not be reborrowed.

Commitments to Lend. (a) Subject to Each Tranche A Lender severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period, upon notice by a ; provided that (A) no Tranche A Borrower Loan shall be made pursuant to the Administrative Agent given in accordance with this Section 2.2(a2.01(a) hereof such sums as are requested by the (other than any Tranche A Borrowers Loan made pursuant to Section 2.16(e)) at any time when the Total Tranche B Outstanding Amount is less than the Maximum Tranche B Availability and (B) immediately after each such loan is made: (1) the sum of the aggregate outstanding principal amount of such Tranche A Lender’s Tranche A Loans plus the aggregate amount of such Tranche A Lender’s LC Exposure shall not exceed its Tranche A Commitment, (2) the Total Tranche A Outstanding Amount shall not exceed the Maximum Tranche A Availability and (iii) the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to Section 2.02(c), each Borrowing under this Section shall be in an aggregate principal amount of $5,000,000 or any larger multiple of $1,000,000 (except that will not result (after giving effect x) any such Borrowing may be in the aggregate amount available within the limitations in the foregoing proviso and (y) any Base Rate Borrowing pursuant to all amounts requested‎Section 2.16(e) may be in (athe amount specified therein) such Bank’s and shall be made from the several Tranche A Revolving Credit Exposure exceeding such Bank’s Lenders ratably in proportion to their respective Tranche A Commitment Amount Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by ‎Section 2.11, prepay Tranche A Loans and re-borrow under this ‎Section 2.01. (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Each Tranche B ▇▇▇▇▇ Lender severally agrees agrees, on the terms and conditions set forth in this Agreement, to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period; provided that, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof immediately after each such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case loan is made: (i) the aggregate outstanding principal amount of all such Tranche A B Lender’s Tranche B Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A SublimitB Commitment, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) Total Tranche B Outstanding Amount shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Maximum Tranche B Availability and (iii) after giving effect the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to all amounts requestedSection 2.02(c), such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples 5,000,000 or any larger multiple of $1,000,000 (except that any such Borrowing may be in excess thereof. Each Borrowing under this Section 2.1(athe aggregate amount available within the limitations in the foregoing proviso) and shall be made from the several Tranche A Banks pro rata B Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several proportion to their respective Tranche B Banks pro rata in accordance with such Bank’s Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by ‎Section 2.11, prepay Tranche B Commitment PercentageLoans and re-borrow under this ‎Section 2.01.

Commitments to Lend. (a) Subject to Each Term Loan Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans Term Loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time in up to four (4) Borrowings during the Revolving Credit Period, upon notice Term Loan Commitment Period as requested by a Tranche A the Borrower to the Administrative Agent given in accordance with Section 2.2(a2.2 in an amount not to exceed its Term Loan Commitment; provided that (i) hereof such sums as are requested by if the Tranche A Borrowers Borrower does not make Borrowings of Term Loans in an aggregate principal amount that will of at least fifty percent (50%) of the total Term Loan Commitments as in effect on the Closing Date on or prior to April 3, 2023 then the Term Loan Commitments shall be reduced in accordance with Section 2.9, (ii) all Borrowings of Term Loans shall be made no later than the last day of the Term Loan Commitment Period, (iii) the aggregate principal amount of any such Borrowing of Term Loans shall not result exceed the amount of the unused total Term Loan Commitments on the date of such Borrowing of Term Loans, and (after giving effect iv) the principal amount of Term Loans made by any Term Loan Bank to all amounts requested) in (a) the Borrower shall not exceed such Term Loan Bank’s Tranche A Revolving Credit Exposure exceeding Term Loan Commitment. The Term Loan Commitments of the Term Loan Banks to make the Term Loans (other than the New Term Loan Commitments, which shall be governed by Section 9.17) shall expire on the last day of the Term Loan Commitment Period (regardless of the failure of the Borrower to fully utilize the Term Loan Commitments) and the Term Loan Amount shall be reduced by the amount of such Bank’s Tranche A expired Term Loan Commitments. If the Term Loan Amount shall be increased in accordance with Section 9.17, each Term Loan Bank whose Term Loan Commitment Amount shall have been increased in accordance therewith or (b) who shall have become a Term Loan Bank hereunder, severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section from time to time in amounts such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Term Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Term Loan Bank at any one time outstanding shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B its Term Loan Commitment. The aggregate amount of Term Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances be made hereunder shall not exceed the Aggregate Tranche B Commitment Term Loan Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) 2.1 shall be in an aggregate principal amount of not less than at least (xi) for Tranche A Loanswith respect to the Term Loan Commitments in effect on the date hereof, $500,000, and integral multiples of $100,000 in excess thereof20,000,000, and (yii) for Tranche B Loansotherwise, $5,000,00010,000,000, and or an integral multiples multiple of $1,000,000 500,000 in excess thereof. Each Borrowing under this Section 2.1(a) thereof and shall be made from the several Tranche A Term Loan Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentageproportion to their respective Term Loan Commitments. Any Term Loans that are repaid may not be reborrowed.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans denominated in U.S. dollars to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof hereof, (i) such sums as are requested by the Tranche A Borrowers in an up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding at any one time equal to such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding at any one time equal to such Bank’s Tranche B Commitment Amount or Amount, provided that (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (ia) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche A Commitment Amounts of all of the Banks less outstanding Tranche A Swing Line Advances, (b) the aggregate principal amount of all Tranche A Loans outstanding to each Tranche A Borrower (after giving effect to all amounts requested) shall not exceed at any time its respective Tranche A Sublimit, (iic) the aggregate principal amount of all Tranche B Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche B Commitment Amounts of all of the Banks less outstanding Tranche B Swing Line Advances, (d) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Banks, (e) the aggregate principal amount of any Bank’s outstanding Loans shall not exceed at any time the amount of such Bank’s Commitment (minus such Bank’s Commitment Percentage (unadjusted for a Defaulting Bank) of the aggregate principal amount of all Swing Line Advances then outstanding) and (iiif) the aggregate principal amount of all Loans outstanding to any Borrower (after giving effect to all amounts requested, ) shall not exceed at any time the maximum amount (the “Maximum Amount”) such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)time. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with each Bank’s Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement, each Swing Line Lender agrees to make (i) a portion of its Tranche A Commitment Amount available by making Loans to any one or more Tranche A Borrowers and (ii) a portion of its Tranche B Commitment Amount available by making Loans to the Tranche B Borrowers, and each Borrower may borrow, repay and reborrow such Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by any Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount at any time outstanding not to exceed the aggregate Tranche A Commitment Amounts or the aggregate Tranche B Commitment Amounts, as applicable, of the Swing Line Lenders (after giving effect to all Swing Line Advances requested); provided that the aggregate amount of all Loans outstanding from each Swing Line Lender (after giving effect to all Swing Line Advances requested) shall not exceed the respective Swing Line Lender’s Commitment Amount, and provided further that the aggregate amount of all Swing Line Advances outstanding from each Swing Line Lender (after giving effect to all Swing Line Advances requested) shall not exceed the respective Swing Line Lender’s Swing Line Commitment. All Swing Line Advances shall be made by the Swing Line Lenders on a pro rata basis. Each Borrower promises to pay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) ten (10) days after the date such Swing Line Advance was made, (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section, and (C) the Termination Date. If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section by such Borrower prior to the Termination Date, or (z) the Administrative Agent so requests at any time in its sole and absolute discretion, then each Bank (including each of the Swing Line Lenders in its respective capacity as a Bank) shall fund its pro rata share (based upon such Bank’s Tranche A Commitment Percentage Percentage) of the principal amount of such Swing Line Advance with a Committed Loan, which Committed Loan shall initially be a Base Rate Loan. Each Bank’s obligation to make such payments to the Administrative Agent for account of the Swing Line Lenders under this clause (b), and from the several Tranche B Banks Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make its payment under this clause (b), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such payment to the Swing Line Lenders shall be made without any offset, abatement, withholding or reduction whatsoever. Each Bank agrees to fund its pro rata share of such outstanding Swing Line Advances on (i) the Business Day on which demand therefore is made by the Swing Line Lenders or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such demand if notice of such demand is given after such time, provided that in accordance with no event shall the aggregate outstanding amount of any Bank’s Loans exceed such Bank’s Tranche B Commitment PercentageCommitment. If and to the extent that any Bank shall not have so made the amount of such Swing Line Advance available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent for the account of the Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the Federal Funds Rate.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans denominated in U.S. dollars to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof hereof, (i) such sums as are requested by the Tranche A Borrowers in an up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding at any one time equal to such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding at any one time equal to such Bank’s Tranche B Commitment Amount or Amount, provided that (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (ia) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche A Commitment Amounts of all of the Banks less outstanding Tranche A Swing Line Advances, (b) the aggregate principal amount of all Tranche A Loans outstanding to each Tranche A Borrower (after giving effect to all amounts requested) shall not exceed at any time its respective Tranche A Sublimit, (iic) the aggregate principal amount of all Tranche B Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Tranche B Commitment Amounts of all of the Banks less outstanding Tranche B Swing Line Advances, (d) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Banks, (e) the aggregate principal amount of any Bank’s outstanding Loans shall not exceed at any time the amount of such Bank’s Commitment (minus such Bank’s Commitment Percentage (unadjusted for a Defaulting Bank) of the aggregate principal amount of all Swing Line Advances then outstanding) and (iiif) the aggregate principal amount of all Loans outstanding to any Borrower (after giving effect to all amounts requested, ) shall not exceed at any time the maximum amount (the “Maximum Amount”) such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)time. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with each Bank’s Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement, each Swing Line Lender agrees to make (i) a portion of its Tranche A Commitment Amount available by making Loans to any one or more Tranche A Borrowers and (ii) a portion of its Tranche B Commitment Amount available by making Loans to the Tranche B Borrowers, and each Borrower may borrow, repay and reborrow such Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by any Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount at any time outstanding not to exceed the aggregate Tranche A Commitment Amounts or the aggregate Tranche B Commitment Amounts, as applicable, of the Swing Line Lenders (after giving effect to all Swing Line Advances requested); provided that the aggregate amount of all Loans outstanding from each Swing Line Lender (after giving effect to all Swing Line Advances requested) shall not exceed the respective Swing Line Lender’s Commitment Amount, and provided further that the aggregate amount of all Swing Line Advances outstanding from each Swing Line Lender (after giving effect to all Swing Line Advances requested) shall not exceed the respective Swing Line Lender’s Swing Line Commitment. All Swing Line Advances shall be made by the Swing Line Lenders on a pro rata basis. Each Borrower promises to pay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) ten (10) days after the date such Swing Line Advance was made, (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section, and (C) the Termination Date. If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section by such Borrower prior to the Termination Date, or (z) the Administrative Agent so requests at any time in its sole and absolute discretion, then each Bank (including each of the Swing Line Lenders in its respective capacity as a Bank) shall fund its pro rata share (based upon such Bank’s Tranche A Commitment Percentage Percentage) of the principal amount of such Swing Line Advance with a Committed Loan. Each Bank’s obligation to make such payments to the Administrative Agent for account of the Swing Line Lenders under this clause (b), and from the several Tranche B Banks Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make its payment under this clause (b), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such payment to the Swing Line Lenders shall be made without any offset, abatement, withholding or reduction whatsoever. Each Bank agrees to fund its pro rata share of such outstanding Swing Line Advances on (i) the Business Day on which demand therefore is made by the Swing Line Lenders or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such demand if notice of such demand is given after such time, provided that in accordance with no event shall the aggregate outstanding amount of any Bank’s Loans exceed such Bank’s Tranche B Commitment PercentageCommitment. If and to the extent that any Bank shall not have so made the amount of such Swing Line Advance available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent for the account of the Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the Federal Funds Rate.

Commitments to Lend. (a) Subject to Each Bank severally agrees, on ------------------- the terms and conditions set forth in this Agreement: (i) each of the herein, to make Tranche A ▇▇▇▇▇ severally agrees to make loans Loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by before the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment AmountTermination Date; provided, that -------- that, immediately after each such Loan is made, the aggregate principal amount ---- of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Bank shall not exceed the Aggregate amount of its Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Commitment. Each Base Rate Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than $100,000 or any larger amount (x) for except that any such Borrowing may be in the aggregate amount of the Unused Tranche A Loans, $500,000, Commitments) and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Banks ratably in proportion to their respective Tranche A Commitments. Each Euro-Dollar Borrowing under this Section shall be in an aggregate principal amount of $500,000 or any larger multiple of $100,000 and shall be made from the several Banks pro rata ratably in proportion to their respective Tranche A Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, reborrow, and to the extent permitted by Section 2.09, prepay Loans, under this Section at any time before the Tranche A Termination Date. As of the date of this Agreement, the Tranche A Loans are due and owing in accordance with the terms hereof without counterclaim, offset or other defense. (b) Each Bank severally agrees, on the terms and conditions set forth herein, to make Tranche B Loans to the Borrower from time to time before the Tranche B Termination Date; provided, that, immediately after each such Bank’s Loan is -------- ---- made, the aggregate principal amount of Tranche A Commitment Percentage B Loans by such Bank shall not exceed the amount of its Tranche B Commitment. Each Base Rate Borrowing under this Section shall be in an aggregate principal amount of $100,000 or any larger amount (except that any such Borrowing may be in the aggregate amount of the Unused Tranche B Commitment) and shall be made from the several Banks ratably in proportion to their respective Tranche B Commitments. Each Euro-Dollar Borrowing under this Section shall be in an aggregate principal amount of $500,000 or any larger multiple of $100,000 and shall be made from the several Banks pro rata ratably in proportion to their respective Tranche B Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, reborrow, and to the extent permitted by Section 2.09, prepay Loans, under this Section at any time before the Tranche B Termination Date. As of the date of this Agreement, the Tranche B Loans are due and owing in accordance with the terms hereof without counterclaim, offset or other defense. (c) Notwithstanding the foregoing Sections 2.01(a) and (b), in no event shall the principal amount of all Loans made by any Bank outstanding at any one time exceed the total amount of such Bank’s Tranche B 's Commitment Percentageminus such Bank's ----- pro rata share of the Letter of Credit Obligations (whether as Issuer or participant).

Commitments to Lend. (a) Subject to Each Tranche A Lender severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period, upon notice by a ; provided that (A) no Tranche A Borrower Loan shall be made pursuant to the Administrative Agent given in accordance with this Section 2.2(a2.01(a) hereof such sums as are requested by the (other than any Tranche A Borrowers Loan made pursuant to Section 2.16(e)) at any time when the Total Tranche B Outstanding Amount is less than the Maximum Tranche B Availability and (B) immediately after each such loan is made: (1) (1) the sum of the aggregate outstanding principal amount of such Tranche A Lender’s Tranche A Loans plus the aggregate amount of such Tranche A Lender’s LC Exposure shall not exceed its Tranche A Commitment, (2) (2) the Total Tranche A Outstanding Amount shall not exceed the Maximum Tranche A Availability and (iii3) the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to Section 2.02(c), each Borrowing under this Section shall be in an aggregate principal amount of $5,000,000 or any larger multiple of $1,000,000 (except that will not result (after giving effect x) any such Borrowing may be in the aggregate amount available within the limitations in the foregoing proviso and (y) any Base Rate Borrowing pursuant to all amounts requestedSection 2.16(e) may be in (athe amount specified therein) such Bank’s and shall be made from the several Tranche A Revolving Credit Exposure exceeding such Bank’s Lenders ratably in proportion to their respective Tranche A Commitment Amount Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by Section 2.11, prepay Tranche A Loans and re-borrow under this Section 2.01. (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Each Tranche B ▇▇▇▇▇ Lender severally agrees agrees, on the terms and conditions set forth in this Agreement, to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period; provided that, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof immediately after each such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case loan is made: (i) the aggregate outstanding principal amount of all such Tranche A B Lender’s Tranche B Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A SublimitB Commitment, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) Total Tranche B Outstanding Amount shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Maximum Tranche B Availability and (iii) after giving effect the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to all amounts requestedSection 2.02, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples 5,000,000 or any larger multiple of $1,000,000 (except that any such Borrowing may be in excess thereof. Each Borrowing under this Section 2.1(athe aggregate amount available within the limitations in the foregoing proviso) and shall be made from the several Tranche A Banks pro rata B Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several proportion to their respective Tranche B Banks pro rata in accordance with such Bank’s Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by Section 2.11, prepay Tranche B Commitment PercentageLoans and re-borrow under this Section 2.01.

Commitments to Lend. (a) Subject to Each Revolving Credit Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each , to make Committed Revolving Loans to the Borrower and participate in Letters of Credit issued by a Fronting Bank on behalf of the Tranche A ▇▇▇▇▇ severally agrees Borrower pursuant to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow this Section from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given Availability Period in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Committed Revolving Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Revolving Credit Bank at any one time outstanding plus such Revolving Credit Bank’s Revolving Commitment Percentage of Swingline Loans outstanding together with such Revolving Credit Bank’s Revolving Commitment Percentage of the Letter of Credit Usage shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B its Revolving Commitment. The aggregate amount of Committed Revolving Loans (after giving effect to all amounts requested) be made hereunder together with the Letter of Credit Usage, Swingline Loans and Tranche B Swing Line Advances outstanding Money Market Loans shall not exceed the Aggregate Tranche B Commitment Revolving Loan Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(asubsection (a) shall be in an aggregate principal amount of not less at least $2,500,000, or an integral multiple of $500,000 in excess thereof and, other than (x) for Tranche A with respect to Money Market Loans and Swingline Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Revolving Credit Banks pro rata ratably in proportion to their respective Revolving Commitments. Subject to the limitations set forth herein, any amounts repaid may be reborrowed. (b) Each Term Loan Bank severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section from time to time during the Term Loan Commitment Period as requested by the Borrower in accordance with Section 2.2 in an amount not to exceed its Term Loan Commitment; provided that (i) if the Borrower does not make Borrowings of Term Loans in an aggregate principal amount of at least fifty percent (50%) of the total Term Loan Commitments as in effect on the Closing Date on or prior to January 24, 2018 then the Term Loan Commitments shall be reduced in accordance with Section 2.9(b), (ii) all Borrowings of Term Loans shall be made no later than the last day of the Term Loan Commitment Period, (iii) the aggregate principal amount of any such Borrowing of Term Loans shall not exceed the amount of the unused total Term Loan Commitments on the date of such Borrowing of Term Loans, and (iv) the principal amount of Term Loans made by any Term Loan Bank to the Borrower shall not exceed such Term Loan Bank’s Tranche A Term Loan Commitment. The Term Loan Commitments of the Term Loan Banks to make the Term Loans (other than the New Term Loan Commitments, which shall be governed by Section 9.17) shall expire on the last day of the Term Loan Commitment Percentage Period (regardless of the failure of the Borrower to fully utilize the Term Loan Commitments) and the Term Loan Amount shall be reduced by the amount of such expired Term Loan Commitments. If the Term Loan Amount shall be increased in accordance with Section 9.17, each Term Loan Bank whose Term Loan Commitment shall have been increased in accordance therewith or who shall have become a Term Loan Bank hereunder, severally agrees, on the terms and conditions set forth in this Agreement, to make Term Loans to the Borrower pursuant to this Section from time to time in amounts such that the aggregate principal amount of Term Loans by such Term Loan Bank at any one time outstanding shall not exceed the amount of its Term Loan Commitment. The aggregate amount of Term Loans to be made hereunder shall not exceed the Term Loan Amount. Each Borrowing under this subsection (b) shall be in an aggregate principal amount of at least (i) with respect to the Term Loan Commitments in effect on the date hereof, $20,000,000, and (ii) otherwise, $10,000,000, or an integral multiple of $500,000 in excess thereof and shall be made from the several Tranche B Term Loan Banks pro rata ratably in accordance with such Bank’s Tranche B Commitment Percentageproportion to their respective Term Loan Commitments. Any Term Loans that are repaid may not be reborrowed.

Commitments to Lend. (a) Subject to Tranche A Loan. Each Tranche A Bank severally agrees, on the -------------- terms and conditions set forth in this Agreement: (i) each , to make the Tranche A Loan on the Closing Date to Borrower in an amount such that the aggregate principal amount of the Tranche A ▇▇▇▇▇ severally agrees to make loans to Loan by such Bank at any one time outstanding shall not exceed the amount of its Tranche A Loan Commitment. The aggregate amount of the Tranche A Borrowers, and Loan to be made hereunder shall not exceed Four Hundred Million Dollars ($400,000,000) (the "Tranche A Borrowers may borrowLoan Amount"); --------------------- (b) Tranche B Loans. Each Tranche B Bank severally agrees, repay on the --------------- terms and reborrow conditions set forth in this Agreement, to make Tranche B Loans to Borrower and participate in Letters of Credit issued by the Fronting Bank on behalf of Borrower pursuant to this Section 2.1(b) from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given Term in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A B Loans (after giving effect by such Bank at any one time outstanding together with such Bank's pro rata share -------- of Letter of Credit Usage with respect to all amounts requested) and Tranche A Swing Line Advances Borrower shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of the its Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an Commitment. The aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed be made hereunder together with the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount Letter of all Tranche A Loans outstanding (after giving effect Credit Usage with respect to all amounts requested) to each Tranche A Borrower shall not exceed at any one time its respective Tranche A Sublimit, Two Hundred Fifty Million Dollars (ii$250,000,000) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum "Tranche B Loan Amount”"). Each Euro-Dollar Borrowing under --------------------- this Section 2.1(asubsection (b) shall be in an aggregate principal amount of not less than (x) for Tranche A Loansat least $5,000,000, or an integral multiple of $500,0001,000,000 in excess thereof, and each Base Rate Borrowing under this subsection (b) shall be in an aggregate principal amount of at least $1,000,000, or an integral multiples multiple of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) each case shall be made from the several Tranche A Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several proportion to their respective Tranche B Banks pro rata in accordance with such Bank’s Commitments. Subject to the limitations set forth herein, any Tranche B Commitment PercentageLoan amounts repaid may be reborrowed.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans lend to the Tranche A BorrowersBorrower, and the Tranche A Borrowers Borrower may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A the Borrower to the Administrative Operations Agent given in accordance with Section 2.2(a) hereof 2.02 hereof, such sums as are requested by the Tranche A Borrowers in an Borrower up to a maximum aggregate principal amount that will not result outstanding (after giving effect to all amounts outstanding and all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding at any one time equal to such Bank’s Commitment Amount; provided, provided that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower (i) shall not exceed at any time its respective Tranche A Sublimit, the lesser or (A) the Borrowing Base Amount and (B) the Aggregate Commitment Amount and (ii) shall not cause the Borrower to have an aggregate amount of Debt outstanding that is in excess of the Maximum Permitted Borrowing, in each case in effect at such time. Each Borrowing under this Section shall be in an aggregate principal amount of not less than $2,000,000 or a larger whole multiple of $500,000 and shall be made from the several Banks pro rata in accordance with each Bank’s Commitment Percentage. Each Loan shall mature and become due and payable as provided in Section 2.05. (b) Subject to the terms and conditions set forth in this Agreement, State Street agrees to make Loans pursuant to this clause (b) (each, a “Swing Line Advance” and, collectively, the “Swing Line Advances”) to the Borrower in an aggregate principal amount not to exceed $50,000,000 at any time outstanding; provided, that after giving effect to any Swing Line Advance: (i) the aggregate principal amount of all Loans outstanding from State Street shall not exceed State Street’s Commitment Amount; (ii) the aggregate principal amount of all Loans outstanding shall not exceed the Borrowing Base Amount or cause the Borrower to have an aggregate amount of Debt outstanding that is in excess of the Maximum Permitted Borrowing; and (iii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed the Aggregate Commitment Amount, All Swing Line Advances shall be Overnight Rate Loans. The Borrower promises to pay any Swing Line Advance (together with any accrued and unpaid interest thereon), and such Swing Line Advance shall mature, on the earliest of (A) three (3) days after the date such Swing Line Advance was made, (B) the date of the next Loan made by the Banks pursuant to clause (a) of this Section, and (C) the Termination Date. If: (w) any Swing Line Advance remains outstanding three (3) days from the date of the advance thereof, (x) Loans are not requested pursuant to clause (a) of this Section by the Borrower prior to the Termination Date, (y) any of the events described in clauses (g) or (h) of Section 6.01 occurs or, (z) State Street so requests at any time in its sole discretion, then, upon notice from State Street (made through the aggregate Operations Agent), each Bank (including State Street in its capacity as a Bank) shall fund its pro rata share (based upon such Bank’s Commitment Amounts of all Percentage) of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than such Swing Line Advance with a Loan, regardless of (x1) for Tranche A the satisfaction of any conditions precedent to the borrowing of Loans, $500,000(2) the occurrence of any Default or Event of Default or any breach of this Agreement by any Bank, and integral multiples (3) any right of $100,000 setoff, counterclaim, recoupment, defense or other right which such Bank may have against State Street, (4) any adverse change in excess thereofthe condition (financial or otherwise) of the Borrower, and or (y5) for Tranche B Loansany other circumstance, $5,000,000happening or event whatsoever, and integral multiples whether or not similar to any of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentageforegoing.

Commitments to Lend. (a) Subject to Each Bank severally agrees, on ------------------- the terms and conditions set forth in this Agreement: (i) each of the herein, to make Tranche A ▇▇▇▇▇ severally agrees to make loans Loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by before the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment AmountTermination Date; provided, that -------- that, immediately after each such Loan is made, the aggregate outstanding ---- principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Bank shall not exceed the Aggregate amount of its Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Commitment. Each Base Rate Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than $100,000 or any larger amount (x) for except that any such Borrowing may be in the aggregate amount of the Unused Tranche A Loans, $500,000, Commitments) and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Banks ratably in proportion to their respective Tranche A Commitments. Each Euro-Dollar Borrowing under this Section shall be in an aggregate principal amount of $2,000,000 or any larger multiple of $500,000 and shall be made from the several Banks pro rata ratably in proportion to their respective Tranche A Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, reborrow, and to the extent permitted by Section 2.09, prepay Loans, under this Section at any time before the Tranche A Termination Date. As of the date of this Agreement, the outstanding Tranche A Loans are due and owing in accordance with the terms hereof without counterclaim, offset or other defense. (b) Provided that the Image Acquisition Date occurs on or before February 15, 1999 (such Bank’s occurrence, if the same occurs, time being of the essence, is referred to herein as the "Tranche A B Commitment Percentage Effective Date"), each Bank severally agrees, on the terms and conditions set forth herein, to make Tranche B Loans to the Borrower from time to time before the Tranche B Termination Date; provided, that, immediately after each such Loan is made, the -------- ---- aggregate outstanding principal amount of Tranche B Loans by such Bank shall not exceed the amount of its Tranche B Commitment. Each Base Rate Borrowing under this Section shall be in an aggregate principal amount of $100,000 or any larger amount (except that any such Borrowing may be in the aggregate amount of the Unused Tranche B Commitment) and shall be made from the several Banks ratably in proportion to their respective Tranche B Commitments. Each Euro-Dollar Borrowing under this Section shall be in an aggregate principal amount of $2,000,000 or any larger multiple of $500,000 and shall be made from the several Banks ratably in proportion to their respective Tranche B Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, reborrow, and to the extent permitted by Section 2.09, prepay Loans, under this Section at any time before the Tranche B Termination Date. In no event shall any Bank be obligated to fund any Tranche B Loans in the event the Image Acquisition Date does not occur on or before February 15, 1999. (c) Notwithstanding the foregoing Sections 2.01(a) and (b), in no event shall the principal amount of all Loans made by any Bank outstanding at any one time exceed the total amount of such Bank's Commitment minus such Bank's pro rata in accordance with such Bank’s Tranche B Commitment Percentageshare of the Letter of Credit ----- Obligations (whether as issuer or participant).

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ Banks severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement: (i) each Tranche A Swing Line Lender agrees to make a portion of its Tranche A Commitment Amount available by making swing line advances to any one or more Tranche A Borrowers and each Tranche A Borrower may borrow, repay and reborrow such Tranche A Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche A Swing Line Lender’s Tranche A Swing Line Advances exceeding its Tranche A Swing Line Commitment, (b) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans and Tranche A Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each Tranche B Swing Line Lender agrees to make a portion of its Tranche B Commitment Amount available by making swing line advances to any one or more Tranche B Borrowers and each Tranche B Borrower may borrow, repay and reborrow such Tranche B Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche B Swing Line Lender’s Tranche B Swing Line Advances exceeding its Tranche B Swing Line Commitment, (b) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans and Tranche B Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche B Commitment Amount provided, further that in each case, after giving effect to all amounts requested, (i) the aggregate principal amount of outstanding Swing Line Advances made by such Swing Line Lender shall not exceed such Swing Line Lender’s Swing Line Commitment, (ii) such Swing Line Lender’s Tranche A Revolving Credit Exposure shall not exceed its Tranche A Commitment Amount, (iii) such Swing Line Lender’s Tranche B Revolving Credit Exposure shall not exceed its Tranche B Commitment Amount, (iv) such Swing Line Lender’s Revolving Credit Exposure shall not exceed its Commitment Amount and (v) the sum of the total Revolving Credit Exposure shall not exceed the total Commitment Amounts. All Swing Line Advances shall be made by the Applicable Swing Line Lenders on a pro rata basis. Each Borrower promises to repay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) the Maturity Date for such Swing Line Advance and (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section 2.1. Each Swing Line Advance shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. (c) If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section 2.1 by such Borrower prior to the Termination Date, or (z) the Administrative Agent or any Applicable Swing Line Lender so requests at any time in its sole and absolute discretion, then each Applicable Bank (including the Applicable Swing Line Lenders, in its respective capacity as a Bank) shall fund its pro rata share (based upon such Applicable Bank’s Tranche A Commitment Percentage or Tranche B Commitment Percentage, as applicable) of the principal amount of such Swing Line Advance with a Committed Loan. Each Bank agrees to fund its pro rata share of each such outstanding Swing Line Advance on (i) the Business Day on which demand therefore is made by the Swing Line Lenders or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such day if notice of such demand is given after such time, provided that in no event shall the aggregate outstanding amount of any Bank’s (a) Tranche A Revolving Credit Exposure exceed such Bank’s Tranche A Commitment Amount, (b) Tranche B Revolving Credit Exposure exceed such Bank’s Tranche B Commitment Amount or (c) Revolving Credit Exposure exceed such Bank’s Commitment Amount. If and to the extent that any Bank shall not have so made the amount of such Committed Loan available to the Administrative Agent, such Bank agrees to pay to the Administrative Agent for the account of the Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the greater of the Federal Funds Effective Rate or the Overnight Bank Funding Rate. (d) If prior to the making of a Committed Loan to a Borrower pursuant to the immediately preceding paragraph one or more of the events described in Section 6.1(d) or Section 6.1(e) shall have occurred with respect to such Borrower or if for any other reason a Committed Loan cannot be made pursuant to Section 2.1(c), each Applicable Bank severally,

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Banks severally agrees to make loans denominated in U.S. dollars to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof hereof, (i) such sums as are requested by the Tranche A Borrowers Borrowers, and (ii) such sums as are requested by the Tranche B Borrowers, in each case in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s 's Tranche A Revolving Credit Exposure exceeding such Bank’s 's Tranche A Commitment Amount or Amount, (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s 's Tranche B Revolving Credit Exposure exceeding such Bank’s 's Tranche B Commitment Amount or Amount, (bc) such Bank’s 's Revolving Credit Exposure exceeding such Bank’s 's Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (id) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time exceeding its respective Tranche A Sublimit, (iie) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time Total Revolving Credit Exposures exceeding the aggregate total Commitment Amounts of all of the Banks and or (iiif) after giving effect to all amounts requested, such Borrower will not have having outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “"Maximum Amount”"). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such each Bank’s 's Commitment Percentage. ACTIVE 255598135 (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement, each Swing Line Lender agrees to make (x) a portion of its Tranche A Commitment Percentage Amount available by making Loans to any one or more Tranche A Borrowers and from the several (y) a portion of its Tranche B Banks pro rata Commitment Amount available by making Loans to the Tranche B Borrowers, and each Borrower may borrow, repay and reborrow such Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by any Borrower to the Administrative Agent in accordance with Section 2.2(b), in each case in an aggregate principal amount that will not result (after giving effect to all amounts requested) at any one time outstanding in (i) the aggregate principal amount of outstanding Swing Line Advances made by such Bank’s Swing Line Lender exceeding such Swing Line Lender's Swing Line Commitment, (ii) such Swing Line Lender's Tranche B A Revolving Credit Exposure exceeding its Tranche A Commitment Percentage.Amount,

Commitments to Lend. (a) Subject to Each Bank severally agrees, on the terms and conditions set forth in this Agreement: (i) each , to make Loans to the Borrower and participate in Letters of Credit issued by the Fronting Bank on behalf of the Tranche A ▇▇▇▇▇ severally agrees Banks pursuant to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow this Article II from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given term hereof in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Committed Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances by such Bank at any one time outstanding together with such Bank's pro rata share of the Letter of Credit Usage shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of its Commitment, provided that in no event shall the aggregate amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B BorrowersLoans then outstanding and Letter of Credit Usage, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Loan Availability. Each Borrowing under this Section 2.1(a) 2.1 shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and 1,000,000 or an integral multiples multiple of $100,000 in excess thereofthereof (except that any such Borrowing may be in the aggregate amount available in accordance with Section 3.2(b) or in any amount required to reimburse the Fronting Bank for any drawing under any Letter of Credit) and, and (y) for Tranche B other than with respect to Money Market Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata ratably in accordance with such Bank’s Tranche A Commitment Percentage proportion to their respective Commitments. Subject to the limitations set forth herein, any amounts repaid may be reborrowed. (b) If at any time the outstanding principal balance of the Loans and the Letter of Credit Usage exceeds the Loan Availability, Borrower shall submit to the Administrative Agent, not later than fifteen (15) days following written notice from the several Tranche B Banks pro rata Administrative Agent to Borrower (which notice Administrative Agent shall send to the Borrower promptly following receipt of a Compliance Certificate reflecting such excess borrowing condition, and copy of which notice shall be sent promptly by the Administrative Agent to each Bank) of the existence of such excess borrowing condition, a written plan pursuant to which Borrower shall cause such excess borrowing condition to be eliminated not later than thirty (30) days following such notice from the Administrative Agent to the Borrower, through one or both of the following means: Borrower shall (A) pay to the Administrative Agent such amounts and/or (B) designate to the Administrative Agent such additional Qualifying Unencumbered Properties as may be acceptable under Section 5.14 as are necessary so that the outstanding principal balance of the Loans and the Letter of Credit Usage does not exceed the Loan Availability. Failure by Borrower to have complied with the foregoing in accordance with a timely manner shall constitute an Event of Default without further notice or grace period hereunder. No further Borrowings shall be permitted, and the Borrower shall not cause or allow any existing Qualifying Unencumbered Property to no longer be a Qualifying Unencumbered Property, so long as such Bank’s Tranche B Commitment Percentage.excess borrowing condition shall continue to exist. Nothing in this Section 2.1

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) , each of the Tranche A ▇▇▇▇▇ Term Loan Lender severally agrees to make loans lend to the Tranche A BorrowersBorrower its Pro Rata Share of the Term Loan Commitment (each individually, a “Term Loan” and, collectively, the “Term Loans”). Subject to Section 2.21, the Term Loans shall be made by the Term Loan Lenders on the Effective Date. The Term Loans shall be made by the Term Loan Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Term Loan Lender shall be responsible for any failure by any other Term Loan Lender to perform its obligation to make any Term Loan hereunder nor shall the Tranche A Borrowers Term Loan Commitment of any Term Loan Lender be increased or decreased as a result of any such failure. Once repaid, Term Loans may borrownot be reborrowed. (b) During the Revolving Credit Period each Revolving Lender severally agrees, repay on the terms and reborrow conditions set forth in this Agreement, to lend to the Borrower pursuant to this Section from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof amounts such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate outstanding principal amount of all Tranche A such Lender’s Revolving Loans (after giving effect to all amounts requested) and Tranche A such Lender’s Pro Rata Share of outstanding Swing Line Advances Loans and Letter of Credit Liabilities at any one time outstanding shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each amount of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowerssuch Lender’s Revolving Commitment, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal outstanding amount of all Tranche B Revolving Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances Loans plus the Letter of Credit Liabilities shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”)Revolving Commitments. Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples 10,000,000 or any larger multiple of $100,000 in excess thereof, 1,000,000; and (y) for Tranche B Loans, $5,000,000, and integral multiples each Borrowing of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) Revolving Loans shall be made from the several Tranche A Banks pro rata Revolving Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage proportion to their respective Pro Rata Shares of the Revolving Commitment. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by Section 2.14, prepay Revolving Loans and from reborrow at any time on or prior to the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment PercentageTermination Date under this Section. The Revolving Loans shall mature, and the principal amount thereof shall be due and payable, on the Termination Date.

Commitments to Lend. (a) Subject to the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees to make loans to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche A Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Tranche B ▇▇▇▇▇ severally agrees to make loans to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case (i) the aggregate principal amount of all Tranche A Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A Sublimit, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) shall not exceed at any time the aggregate Commitment Amounts of all of the Banks and (iii) after giving effect to all amounts requested, such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. Each Borrowing under this Section 2.1(a) shall be made from the several Tranche A Banks pro rata in accordance with such Bank’s Tranche A Commitment Percentage and from the several Tranche B Banks pro rata in accordance with such Bank’s Tranche B Commitment Percentage. (b) Notwithstanding the provisions of clause (a) of this Section 2.1, and subject to the terms and conditions of this Agreement: (i) each Tranche A Swing Line Lender agrees to make a portion of its Tranche A Commitment Amount available by making swing line advances to any one or more Tranche A Borrowers and each Tranche A Borrower may borrow, repay and reborrow such Tranche A Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche A Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche A Swing Line Lender’s Tranche A Swing Line Advances exceeding its Tranche A Swing Line Commitment, (b) such Bank’s Tranche A Revolving Credit Exposure exceeding such Bank’s Tranche A Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans and Tranche A Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each Tranche B Swing Line Lender agrees to make a portion of its Tranche B Commitment Amount available by making swing line advances to any one or more Tranche B Borrowers and each Tranche B Borrower may borrow, repay and reborrow such Tranche B Swing Line Advances, from time to time during the Revolving Credit Period, upon notice by a Tranche B Borrower to the Administrative Agent in accordance with Section 2.2(b), in an aggregate principal amount that will not result (after giving effect to all amounts requested) in: (a) such Tranche B Swing Line Lender’s Tranche B Swing Line Advances exceeding its Tranche B Swing Line Commitment, (b) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (c) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans and Tranche B Swing Line Advances (after giving effect to all amounts requested) shall not exceed the Aggregate Tranche B Commitment Amount provided, further that in each case, after giving effect to all amounts requested, (i) the aggregate principal amount of outstanding Swing Line Advances made by such Swing Line Lender shall not exceed such Swing Line Lender’s Swing Line Commitment, (ii) such Swing Line Lender’s Tranche A Revolving Credit Exposure shall not exceed its Tranche A Commitment Amount, (iii) such Swing Line Lender’s Tranche B Revolving Credit Exposure shall not exceed its Tranche B Commitment Amount, (iv) such Swing Line Lender’s Revolving Credit Exposure shall not exceed its Commitment Amount and (v) the sum of the total Revolving Credit Exposure shall not exceed the total Commitment Amounts. All Swing Line Advances shall be made by the Applicable Swing Line Lenders on a pro rata basis. Each Borrower promises to repay each Swing Line Advance made to such Borrower, together with any and all accrued and unpaid interest thereon, on the earlier of (A) the Maturity Date for such Swing Line Advance and (B) the date of the next Loan made to such Borrower by the Banks pursuant to clause (a) of this Section 2.1. Each Swing Line Advance shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples of $1,000,000 in excess thereof. (c) If (x) any Swing Line Advance remains outstanding to any Borrower more than ten (10) days from the date of the advance thereof, (y) Loans are not requested pursuant to clause (a) of this Section 2.1 by such Borrower prior to the Termination Date, or (z) the Administrative Agent or any Applicable Swing Line Lender so requests at any time in its sole and absolute discretion, then each Applicable Bank (including the Applicable Swing Line Lenders, in its respective capacity as a Bank) shall fund its pro rata share (based upon such Applicable Bank’s Tranche A Commitment Percentage or Tranche B Commitment Percentage, as applicable) of the principal amount of such Swing Line Advance with a Committed Loan. Each Applicable Bank agrees to fund its pro rata share of each such outstanding Swing Line Advance on (i) the Business Day on which demand therefore is made by the Swing Line Lenders or the Administrative Agent as aforesaid, provided that notice of such demand is given not later than 4:00 p.m. (New York time) on such Business Day or (ii) the first Business Day next succeeding such day if notice of such demand is given after such time, provided that in no event shall the aggregate outstanding amount of any Bank’s (a) Tranche A Revolving Credit Exposure exceed such Bank’s Tranche A Commitment Amount, (b) Tranche B Revolving Credit Exposure exceed such Bank’s Tranche B Commitment Amount or (c) Revolving Credit Exposure exceed such Bank’s Commitment Amount. If and to the extent that any Applicable Bank shall not have so made the amount of such Committed Loan available to the Administrative Agent, such Applicable Bank agrees to pay to the Administrative Agent for the account of the Applicable Swing Line Lenders forthwith on demand such amount together with interest thereon, for each day from the date of demand by the Applicable Swing Line Lenders until the date such amount is paid to the Administrative Agent, at the greater of the Federal Funds Effective Rate or the Overnight Bank Funding Rate. (d) If prior to the making of a Committed Loan to a Borrower pursuant to the immediately preceding paragraph one or more of the events described in Section 6.1(d) or Section 6.1(e) shall have occurred with respect to such Borrower or if for any other reason a Committed Loan cannot be made pursuant to Section 2.1(c), each Applicable Bank severally, unconditionally and irrevocably agrees that it shall purchase a participating interest in the applicable Swing Line Advances (“Unrefunded Swing Line Advances”) in an amount equal to the amount (if any) of Committed Loans which would otherwise have been made by such Bank pursuant to Section 2.1(c) (and subject to the notice periods and other procedures referred to in Section 2.1(c)). Each Applicable Bank will immediately transfer to the Administrative Agent, in immediately available funds, the amount of its participation (the “Swing Line Participation Amount”), and the proceeds of such participation shall be distributed by the Administrative Agent to the Applicable Swing Line Lenders in such amount as will reduce the amount of the participating interest retained by the Applicable Swing Line Lenders in its Swing Line Advances to the amount of the Committed Loans which were to have been made by it pursuant to Section 2.1(c). (e) Whenever, at any time after any Swing Line Lender has received from any Bank such Bank’s Swing Line Participation Amount, such Swing Line Lender receives any payment on account of the Swing Line Advances, such Swing Line Lender will distribute to such Bank its Swing Line Participation Amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Bank’s participating interest was outstanding and funded and, in the case of principal and interest payments, to reflect such Bank’s pro rata portion of such payment if such payment is not sufficient to pay the principal of and interest on all applicable Swing Line Advances then due); provided, however, that in the event that such payment received by such Swing Line Lender is required to be returned, such Bank will return to such Swing Line Lender any portion thereof previously distributed to it by such Swing Line Lender. (f) Each applicable Bank’s obligation to make the Committed Loans described in Section 2.1(c) and to purchase the Swing Line Participation Amounts described in Section 2.1(d), and the Swing Line Lenders’ rights to receive the same, shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including, without limitation, the failure of any other Bank to make the Committed Loans described in Section 2.1(c) or to purchase the Swing Line Participation Amounts described in Section 2.1(d), the financial condition of any Borrower, the existence of any Default or Event of Default, the failure of any of the conditions set forth in Article III to be satisfied, or the termination of the Commitments. Each such Committed Loan or purchase of a Swing Line Participation Amount shall be made without any offset, abatement, withholding or reduction whatsoever.

Commitments to Lend. (a) Subject to Each Tranche A Lender severally agrees, on the terms and conditions set forth in this Agreement: (i) each of the Tranche A ▇▇▇▇▇ severally agrees , to make loans in Dollars to the Tranche A Borrowers, and the Tranche A Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period, upon notice by a ; provided that (A) no Tranche A Borrower Loan shall be made pursuant to the Administrative Agent given in accordance with this Section 2.2(a2.01(a) hereof such sums as are requested by the (other than any Tranche A Borrowers Loan made pursuant to Section 2.16(e)) at any time when the Total Tranche B Outstanding Amount is less than the Maximum Tranche B Availability and (B) immediately after each such loan is made: (1) the sum of the aggregate outstanding principal amount of such Tranche A Lender’s Tranche A Loans plus the aggregate amount of such Tranche A Lender’s LC Exposure shall not exceed its Tranche A Commitment, (2) the Total Tranche A Outstanding Amount shall not exceed the Maximum Tranche A Availability and (3) the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to Section 2.02(c), each Borrowing under this Section shall be in an aggregate principal amount of $5,000,000 or any larger multiple of $1,000,000 (except that will not result (after giving effect x) any such Borrowing may be in the aggregate amount available within the limitations in the foregoing proviso and (y) any Base Rate Borrowing pursuant to all amounts requested‎Section 2.16(e) may be in (athe amount specified therein) such Bank’s and shall be made from the several Tranche A Revolving Credit Exposure exceeding such Bank’s Lenders ratably in proportion to their respective Tranche A Commitment Amount Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by ‎Section 2.11, prepay Tranche A Loans and re-borrow under this ‎Section 2.01. (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche A Loans (after giving effect to all amounts requested) and Tranche A Swing Line Advances shall not exceed the Aggregate Tranche A Commitment Amount; and (ii) each of the Each Tranche B ▇▇▇▇▇ Lender severally agrees agrees, on the terms and conditions set forth in this Agreement, to make loans in Dollars to the Tranche B Borrowers, and the Tranche B Borrowers may borrow, repay and reborrow Borrower pursuant to this Section from time to time during the Revolving Credit Period; provided that, upon notice by a Tranche B Borrower to the Administrative Agent given in accordance with Section 2.2(a) hereof immediately after each such sums as are requested by the Tranche B Borrowers in an aggregate principal amount that will not result (after giving effect to all amounts requested) in (a) such Bank’s Tranche B Revolving Credit Exposure exceeding such Bank’s Tranche B Commitment Amount or (b) such Bank’s Revolving Credit Exposure exceeding such Bank’s Commitment Amount; provided, that the aggregate principal amount of all Tranche B Loans (after giving effect to all amounts requested) and Tranche B Swing Line Advances shall not exceed the Aggregate Tranche B Commitment Amount; provided, further that in each case loan is made: (i) the aggregate outstanding principal amount of all such Tranche A B Lender’s Tranche B Loans outstanding (after giving effect to all amounts requested) to each Tranche A Borrower shall not exceed at any time its respective Tranche A SublimitB Commitment, (ii) the aggregate principal amount of all Loans outstanding (after giving effect to all amounts requested) Total Tranche B Outstanding Amount shall not exceed at any time the aggregate Commitment Amounts of all of the Banks Maximum Tranche B Availability and (iii) after giving effect the Total Outstanding Amount shall not exceed the Maximum Facility Availability. Subject to all amounts requestedSection 2.02(c), such Borrower will not have outstanding more than it is permitted to borrow at such time under applicable laws and regulations, the limitations on borrowing adopted by such Borrower in its Prospectus and/or SAI (if applicable) or elsewhere, and any agreements with federal, state, local or foreign governmental authorities or regulators, in each case as in effect from time to time (the “Maximum Amount”). Each Borrowing under this Section 2.1(a) shall be in an aggregate principal amount of not less than (x) for Tranche A Loans, $500,000, and integral multiples of $100,000 in excess thereof, and (y) for Tranche B Loans, $5,000,000, and integral multiples 5,000,000 or any larger multiple of $1,000,000 (except that any such Borrowing may be in excess thereof. Each Borrowing under this Section 2.1(athe aggregate amount available within the limitations in the foregoing proviso) and shall be made from the several Tranche A Banks pro rata B Lenders ratably in accordance with such Bank’s Tranche A Commitment Percentage and from the several proportion to their respective Tranche B Banks pro rata in accordance with such Bank’s Commitments. Within the foregoing limits, the Borrower may borrow under this Section, repay, or to the extent permitted by ‎Section 2.11, prepay Tranche B Commitment PercentageLoans and re-borrow under this ‎Section 2.01.