Common use of Notes Clause in Contracts

Notes. Upon request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Date, and (ii) any other Lender, as of the date of this Agreement, (ii) in the case of any such Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereto, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise), the Borrower shallshall deliver or cause to be delivered, to the extent such Lender is then holding a Note and upon the written request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed. Upon receipt of such replacement Note, against such Lender shall return the replaced Note to the Borrower of the Note so replacedBorrower. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, such Note shall be dated as of the date of this AgreementEffective Date, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and Assumption, amendment or other modification, as applicable, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against completed and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for and/or its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderif applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans by a Lender or affect the validity of such any transfer by any a Lender of its Note.

Notes. (a) Upon request of a each Lender’s request, the Revolving Credit Loans made by such Lender shall be evidenced by a single promissory note Revolving Credit Note, duly executed on behalf of the Borrower in substantially Borrower, dated the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseEffective Date, payable to the order of such Lender in a an aggregate principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason Commitment. (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise)Upon the Swingline Lender’s request, the Borrower shallRevolving Credit Loans made by the Swingline Lender with respect to Swingline Loans shall be evidenced by a Swingline Note, upon request duly executed on behalf of such the Borrower, dated the Effective Date, payable to the order of the Swingline Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a an aggregate principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Swingline Loan Ceiling. (c) Each Lender is hereby authorized by the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrower to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or Note and upon cancellation of such Note, the Borrower will issue, in lieu thereof, a replacement Note in favor of such Lender, in the same principal amount thereof and otherwise of like tenor at no expense to the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a any Lender, the Loans made by each such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases its Elected Commitment or Maximum Credit Amount for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise) or becomes a party hereto in connection with an increase in the Aggregate Elected Commitment Amount pursuant to Section 2.06(c), the Borrower shall, upon request as of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note as applicable, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date after giving effect to such increase or decrease, as applicable, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (a) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (iib) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iiic) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against completed and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Revolving Loans made by each Revolving Lender shall at the request of such Revolving Lender be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A-1 hereto, dated (a) the Closing Date, (b) the effective date of an Assignment pursuant to Section 12.06(b) or (c) the effective date that any Revolving Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Revolving Commitment Amount pursuant to Section 2.03(d), in each case, payable to such Revolving Lender in a principal amount equal to its Maximum Credit Amount as in effect and otherwise duly completed. The Swingline Loans made by the Swingline Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit AA-2 hereto, dated the Closing Date and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such the Swingline Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replacedSwingline Sublimit. The date, amount, Type, interest rate and, if applicable, Interest Period of each Revolving Loan made by each Revolving Lender, and all payments made on account of the principal thereof, shall be recorded by such Revolving Lender on its books for its Revolving Note. The date, andamount and interest rate of each Swingline Loan made by the Swingline Lender, prior to any transferand all payments made on account of the principal thereof, may shall be endorsed recorded by such the Swingline Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderits books for the Swingline Note. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the (i) The Three-Year Facility Revolving Credit Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower Company substantially in substantially the form of Exhibit AEXHIBIT A hereto, and (i) in the case of any Lender party hereto as of dated the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereof, payable to such Lender in a principal amount equal to the amount of its Three-Year Facility Revolving Credit Commitment as originally in effect on such date, and otherwise duly completed. In ; and (ii) the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06364-Day Facility Revolving Credit Loans made by each Lender shall be evidenced by a single promissory note of the Company substantially in the form of EXHIBIT B hereto, Section 12.04(b) or otherwise)dated the date hereof, the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to the amount of its 364-Day Facility Revolving Credit Commitment after giving as originally in effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. . (b) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan made by each LenderLender to the Company, and all payments each payment made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of any Note evidencing the Loans held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; PROVIDED that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Company to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans Loans. (c) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's relevant Commitment, Loans and Note pursuant to Section 12.7 hereof (and, if requested by any Lender of its Lender, the Company agrees to so exchange any Note).

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Revolving Commitments or Aggregate Term Commitments pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Revolving Commitment or Term Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Revolving Commitment or Term Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Revolving Commitment or Term Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall be evidenced by a single promissory note Note, of the Borrower in substantially the form of Exhibit A, and dated, (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note Note, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against whereupon such Lender will promptly return to the Borrower of the Note Notes so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Note.

Notes. Upon request Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of a the Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The entries made in the accounts maintained pursuant to this Section 2.02(d) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement. Any Lender may request that Loans made by such Lender shall it be evidenced by a single promissory note of Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in substantially the form of Exhibit AA dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. Thereafter, the Loans evidenced by such Note and interest thereon shall at all times (including after assignment pursuant to Section 12.04) be represented by one or more Notes in such form payable to the payee named therein (or, if such Note is a registered note, to such payee and its registered assigns). In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. (a) Upon the request of a any Lender, the Revolving Credit Loans made by such Lender shall be evidenced by a single promissory note Revolving Credit Note, duly executed on behalf of the Borrower in substantially Borrowers, dated the form of Exhibit A, and (i) in Closing Date or the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c)Effective Date, as of the effective date of such increase, in each caseapplicable, payable to the order of such Lender in a an aggregate principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason Commitment. (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise)Upon the request of the Swingline Lender, the Borrower shallRevolving Credit Loans made by the Swingline Lender with respect to Swingline Loans shall be evidenced by a Swingline Note, upon request duly executed on behalf of such the Borrowers, dated the Closing Date, payable to the order of the Swingline Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a an aggregate principal amount equal to its Commitment after giving effect the Swingline Loan Ceiling. (c) Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Revolving Credit Loan from such Lender, each payment and prepayment of principal of any such Revolving Credit Loan, each payment of interest on any such Revolving Credit Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect the obligation of any Borrower to repay the Revolving Credit Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor at such Lender’s expense.

Notes. Upon request (a) The Loans of a Lender, the Loans made by such Lender each Bank shall be evidenced by a single promissory note Note made by each Borrower (including any Qualified Borrower) payable to the order of such Bank for the account of its Applicable Lending Office. (b) Each Bank may, by notice to the Borrower and the Administrative Agent, request that its Loans of a particular type (including, without limitation, Swingline Loans and Money Market Loans) be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Any additional costs incurred by the Administrative Agent, the Borrower or the Banks in connection with preparing such a Note shall be at the sole cost and expense of the Borrower Bank requesting such Note. In the event any Loans evidenced by such a Note are paid in full prior to the Maturity Date, any such Bank shall return such Note to Borrower. Each such Note shall be in substantially the form of Exhibit A, A hereto with appropriate modifications to reflect the fact that it evidences solely Loans of the relevant type. Upon the execution and (i) in the case delivery of any Lender party hereto as of the date of this Agreementsuch Note, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new existing Note payable to such Lender Bank shall be replaced or modified accordingly. Each reference in a principal amount equal this Agreement to its Commitment after giving effect the "Note" of such Bank shall be deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of each Bank's Note pursuant to Section 3.1(a), the Administrative Agent shall forward such Note to such increase or decrease, and otherwise duly completed, against return to Bank. Each Bank shall record the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period type and maturity of each Loan made by it and the date and amount of each Lenderpayment of principal made by the Borrower or Qualified Borrower, as the case may be, with respect thereto, and all payments made on account may, if such Bank so elects in connection with any transfer or enforcement of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior endorse on the appropriate schedule appropriate notations to evidence the foregoing information with respect to each such Loan then outstanding; provided that the failure of any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligations of the Borrower or applicable Qualified Borrower hereunder or under the Borrower’s rights or obligations in respect of such Loans or affect Notes. Each Bank is hereby irrevocably authorized by the validity of such transfer by any Lender Borrower and each Qualified Borrower so to endorse its Note and to attach to and make a part of its NoteNote a continuation of any such schedule as and when required. (d) The Committed Loans shall mature, and the principal amount thereof shall be due and payable, on the Maturity Date. The Swingline Loans shall mature, and the principal amount thereof shall be due and payable, in accordance with Section 2.3(b)(iii). (e) Each Money Market Loan included in any Money Market Borrowing shall mature, and the principal amount thereof shall be due and payable, together with accrued interest thereon, on the earlier to occur of (i) last day of the Interest Period applicable to such Borrowing or (ii) the Maturity Date. (f) There shall be no more than fifteen (15) Euro-Dollar Groups of Loans and no more than ten (10) Money Market Loans outstanding at any one time.

Notes. Upon the request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit AA-1 in the case of a Revolving Loan and in substantially the form of Exhibit A-2 in the case of a Term Loan, and dated (i) as of the date of this Agreement in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated (ii) as of the effective date of this Agreement, (ii) the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amount pursuant to Section 2.06(c)) or in connection with a Term Loan Amendment, as of the effective date of such increaseincrease or such Term Loan Amendment, in each case, case payable to such Lender in a principal amount equal to (A) in the case of a Revolving Lender, its Elected Commitment as in effect on such date and (B) in the case of a Term Lender, the principal amount of its Term Loans on such date, and otherwise duly completed. In the event that any Lender’s Elected Commitment or Term Loans increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Elected Commitment or its Term Loans, as applicable, after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule Schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule Schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a LenderOn the fourth Business Day prior to each Payment Date, the Loans made by Administrator shall instruct the Trustee in writing pursuant to the Administration Agreement as to the amount to be withdrawn from the Series 2009-1 Accrued Interest Account to the extent funds are anticipated to be available from Interest Collections allocable to the Series 2009-1 Notes processed from but not including the Payment Date immediately preceding such Lender Payment Date through such Payment Date and any amounts payable to HVF under any Series 2009-1 Interest Rate Cap during that period in respect of (i) first, (I) first an amount equal to the sum of (A) the Series 2009-1 Monthly Interest (excluding amounts referenced in clause (ii) of the definition thereof to the extent duplicative of Series 2009-1 Deficiency Amounts payable under clause (ii) below) for such Payment Date (the portion of such amount of Series 2009-1 Monthly Interest that will accrue for the period (each an, “Estimated Interest Period”) from and including the Determination Date immediately preceding such Payment Date to but excluding such Payment Date (such portion of the Series 2009-1 Monthly Interest with respect to any such Estimated Interest Period, the “Estimated Interest”) shall be evidenced estimated by a single promissory note the Administrator on such Determination Date) plus (B) the Estimated Interest Adjustment Amount with respect to such Determination Date and (II) second, an amount equal to any Indenture Carrying Charges due to the Series 2009-1 Noteholders and unpaid as of such Payment Date which are not included in the definition of Series 2009-1 Monthly Interest, (ii) second, an amount equal to the unpaid Series 2009-1 Deficiency Amounts, if any, as of the Borrower preceding Payment Date (together with any accrued interest on such Series 2009-1 Deficiency Amounts as calculated in substantially accordance with Section 3.3(e)) and (iii) third, an amount equal to the Series 2009-1 Monthly Default Interest Amount, if any, for such Payment Date. On or before 10:00 a.m. (New York City time) on such Payment Date, the Trustee shall withdraw the amounts described in the first sentence of this Section 3.3(a), from the Series 2009-1 Accrued Interest Account and deposit such amounts into the Series 2009-1 Distribution Account. On or before 4:00 p.m. (New York City time) on the Business Day immediately preceding each Determination Date, the Administrator shall notify the Trustee of any Estimated Interest Adjustment Amount with respect to such Determination Date, such notification to be in the form of Exhibit A, and H to this Series Supplement (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to each an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c“Estimated Interest Adjustment Notice”), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lender, that the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit ARevolving Credit Note or Term Note, and (i) as applicable, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the such Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Revolving Commitments or Aggregate Term Commitments pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Revolving Commitment or Term Commitment, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Revolving Commitment or Term Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), at the Borrower shall, upon request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Revolving Credit Note or Term Note, as applicable, payable to such Lender in a principal amount equal to its Revolving Commitment or Term Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lenderthat the Term Loans and/or Revolving Loans, the Loans as applicable, made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit ATerm Loan Note or Revolving Note, and (i) as applicable, dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, such Note shall be dated as of the date of this AgreementInitial Availability Date, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the such Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Revolving Commitments pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Term Loan Commitment (or, for any Term Loan Note issued following the Initial Availability Date, in an amount equal to the principal amount of the Term Loan held by such Term Loan Lender) or its Revolving Commitment as in effect on such date, as applicable and in each case denominated in US Dollars, and otherwise duly completed. In the event that any Revolving Lender’s Revolving Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), at the Borrower shall, upon request of such Revolving Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Revolving Note payable to such Revolving Lender in a principal amount equal to its Revolving Commitment (denominated in US Dollars) after giving effect to such increase or decrease, and otherwise duly completed. In the event any Term Loan Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(c) or otherwise), against return to the Borrower shall, upon request of such Term Loan Lender, deliver or cause to be delivered, on the effective date of such increase, a new Term Loan Note so replacedpayable to such Term Loan Lender in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and each Revolving Loan made by each Lender, Lender and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its NoteTerm Loan Note and Revolving Notes, as applicable, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Term Loan Note and/or Revolving Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower upon request by such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAcceptance, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseAcceptance, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.6, Section 12.04(b) 12.5 or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans Loans. Upon surrender of any Note at the principal office of the Administrative Agent for registration of transfer or affect exchange (and in the validity case of a surrender for registration of transfer, duly endorsed or accompanied by a written instrument of transfer duly executed by the registered holder or its attorney duly authorized in writing and accompanied by the address for notices of each transferee of such transfer Note or part thereof), and an assignment agreement in form and substance acceptable to the Administrative Agent whereby the assignee holder agrees to be bound by any Lender of its Notethe terms hereof that are applicable to holders, shall execute and deliver, at the Borrower’s expense, a new Note in exchange therefor.

Notes. Upon request of a Lender, the The Loans made by each Lender, if requested by such Lender Lender, shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or in an amendment entered into in connection with an increase of the total Commitments pursuant to Section 2.08, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseamendment, payable to such Lender in a principal amount equal to its Commitment as in effect on such dateCommitment, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.08, Section 12.04(b) or otherwise), the Borrower shall, upon request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Commitment, as applicable, after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request (a) The Loans of a Lender, the Loans made by such Lender each Bank shall be evidenced by a single promissory note Note made by each Borrower (including any Qualified Borrower) payable to the order of such Bank for the account of its Applicable Lending Office. (b) Each Bank may, by notice to the Borrower and the Administrative Agent, request that its Loans of a particular type (including, without limitation, Swingline Loans and Money Market Loans) be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Any additional costs incurred by the Administrative Agent, the Borrower or the Banks in connection with preparing such a Note shall be at the sole cost and expense of the Borrower Bank requesting such Note. In the event any Loans evidenced by such a Note are paid in full prior to the Maturity Date, any such Bank shall return such Note to Borrower. Each such Note shall be in substantially the form of Exhibit A, A hereto with appropriate modifications to reflect the fact that it evidences solely Loans of the relevant type. Upon the execution and (i) in the case delivery of any Lender party hereto as of the date of this Agreementsuch Note, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new existing Note payable to such Lender Bank shall be replaced or modified accordingly. Each reference in a principal amount equal this Agreement to its Commitment after giving effect the “Note” of such Bank shall be deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of each Bank’s Note pursuant to Section 3.1(a), the Administrative Agent shall forward such Note to such increase or decrease, and otherwise duly completed, against return to Bank. Each Bank shall record the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period type and maturity of each Loan made by it and the date and amount of each Lenderpayment of principal made by the Borrower or Qualified Borrower, as the case may be, with respect thereto, and all payments made on account may, if such Bank so elects in connection with any transfer or enforcement of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior endorse on the appropriate schedule appropriate notations to evidence the foregoing information with respect to each such Loan then outstanding; provided that the failure of any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligations of the Borrower or applicable Qualified Borrower hereunder or under the Borrower’s rights or obligations in respect of such Loans or affect Notes. Each Bank is hereby irrevocably authorized by the validity of such transfer by any Lender Borrower and each Qualified Borrower so to endorse its Note and to attach to and make a part of its NoteNote a continuation of any such schedule as and when required. (d) The Committed Loans shall mature, and the principal amount thereof shall be due and payable, on the Maturity Date. The Swingline Loans shall mature, and the principal amount thereof shall be due and payable, in accordance with Section 2.3(b)(iii). (e) Each Money Market Loan included in any Money Market Borrowing shall mature, and the principal amount thereof shall be due and payable, together with accrued interest thereon, on the earlier to occur of (i) last day of the Interest Period applicable to such Borrowing or (ii) the Maturity Date. (f) There shall be no more than fifteen (15) Euro-Dollar Groups of Loans and no more than ten (10) Money Market Loans outstanding at any one time.

Notes. Upon If a Lender shall make a written request of to the Administrative Agent and the Borrower to have its Loans evidenced by a Note, then, for each such Lender, the Loans made by such Lender Borrower shall be evidenced by execute and deliver a single promissory note Note of the Borrower in substantially the form of Exhibit Adated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, in each caseas applicable, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall return its prior Note to the Borrower of the Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note so replacedhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon If a Lender shall make a written request of to the Administrative Agent and the Borrower to have its Loans evidenced by a Note, then, for each such Lender, the Loans made by such Lender Borrower shall be evidenced by execute and deliver a single promissory note Note of the Borrower in substantially the form of Exhibit Adated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by each Lender, if requested by such Lender Lender, shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c)Agreement, as of the effective date of such increase, in each caseapplicable, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section Sections 2.06 or 12.04(b) or otherwise), the Borrower shall, upon request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. (a) Upon the request of a any Domestic Lender, the Revolving Credit Loans made by such Domestic Lender shall be evidenced by a Revolving Credit Note or Tranche A-1 Note, as applicable, duly executed on behalf of the Domestic Borrowers, dated the Effective Date or the First Amendment Effective Date, as applicable, payable to the order of such Domestic Lender in an aggregate principal amount equal to such Domestic Lender’s Commitment. (b) Upon the request of any Swingline Lender, the Revolving Credit Loans made by such Swingline Lender with respect to Swingline Loans shall be evidenced by a Swingline Note, duly executed on behalf of the Borrowers, dated the Effective Date, payable to the order of such Swingline Lender, in an aggregate principal amount equal to the Domestic Swingline Loan Ceiling or Canadian Swingline Loan Ceiling, as applicable. (c) Upon the request of any Canadian Lender, the Revolving Credit Loans made by such Canadian Lender shall be evidenced by a Revolving Credit Note or Tranche A-1 Note, as applicable, duly executed on behalf of the Canadian Borrower, dated the Effective Date or the First Amendment Effective Date, as applicable, payable to the order of such Canadian Lender in an aggregate principal amount equal to such Canadian Lender’s Commitment. (d) Each Lender is hereby authorized by the applicable Borrowers to endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any error therein shall not affect the obligation of any Borrower to repay the Loans made by such Lender shall be evidenced by a single promissory note of in accordance with the Borrower in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date terms of this AgreementAgreement and the applicable Notes. (e) Upon receipt of an affidavit and indemnity of a Lender as to the loss, such Note shall be dated as of the date of this Agreementtheft, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, destruction or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date mutilation of such increaseLender’s Note and upon cancellation of such Note, the Borrowers will issue, in each caselieu thereof, payable to such Lender a replacement Note in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request favor of such Lender, deliver or cause to be delivered on in the effective date of such increase or decrease, a new Note payable to such Lender in a same principal amount equal to its Commitment after giving effect to such increase or decrease, thereof and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by like tenor at such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Noteexpense.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against completed and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a LenderOn the fourth Business Day prior to each Payment Date, the Loans made by Administrator shall instruct the Trustee in writing pursuant to the Administration Agreement as to the amount to be withdrawn from the Series 2010-1 Accrued Interest Account to the extent funds are anticipated to be available from Interest Collections allocable to the Series 2010-1 Notes processed from but not including the preceding Payment Date through the succeeding Payment Date and any amounts payable to ZVF under any Series 2010-1 Interest Rate Cap during that period in respect of (i) first, an amount equal to the sum of (A) the Series 2010-1 Monthly Interest (excluding amounts referenced in clause (ii) of the definition thereof to the extent duplicative of Series 2010-1 Deficiency Amounts payable under clause (iii) below) for such Lender Payment Date (the portion of such amount of Series 2010-1 Monthly Interest that will accrue for the period (each an, “Estimated Interest Period”) from and including the Determination Date immediately preceding such Payment Date to but excluding such Payment Date (such portion of the Series 2010-1 Monthly Interest with respect to any such Estimated Interest Period, the “Estimated Interest”) shall be evidenced estimated by a single promissory note the Administrator on such Determination Date) and (B) the Estimated Interest Adjustment Amount with respect to such Determination Date, (ii) second, an amount equal to any Indenture Carrying Charges due to the Series 2010-1 Noteholders and unpaid as of such Payment Date which are not included in the definition of Series 2010-1 Monthly Interest, (iii) third, an amount equal to the sum of the Borrower unpaid Series 2010-1 Deficiency Amounts, if any, as of the preceding Payment Date (together with any accrued interest on such Series 2010-1 Deficiency Amounts), and (iv) fourth, an amount equal to the Series 2010-1 Monthly Default Interest Amount, if any, for such Payment Date. On or before 10:00 a.m. (New York City time) on the following Payment Date, the Trustee shall withdraw the amounts described in substantially the first sentence of this Section 3.3(a), from the Series 2010-1 Accrued Interest Account and deposit such amounts into the Series 2010-1 Distribution Account. On or before 4:00 p.m. (New York City time) on the Business Day immediately preceding each Determination Date, the Administrator shall notify the Trustee of any Estimated Interest Adjustment Amount with respect to such Determination Date, such notification to be in the form of Exhibit A, and H to this Series Supplement (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to each an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c“Estimated Interest Adjustment Notice”), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a If requested by any Lender, the Loans Term Loan and Revolving Loans, as applicable, made by such Lender shall be evidenced by a single promissory note of Revolving Credit Note or Term Loan Note, as applicable, made by the Borrower in substantially the form of Exhibit AB-1 and Exhibit B-2, and (i) respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment the principal amount of the Term Loans held by such Term Lender or any Revolving Credit Lender’s Revolving Credit Commitment, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Revolving Credit Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Revolving Credit Lender, deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender or its registered assigns in a principal amount equal to its such Revolving Credit Lender’s Revolving Credit Commitment after giving effect to such increase or decrease, and otherwise duly completed. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), against return the Borrower shall, upon request of such Term Lender, deliver or cause to be delivered, to the Borrower extent such Term Lender is then holding a Term Loan Note, on the effective date of the such increase, a new Term Loan Note so replacedpayable to such Term Lender or its registered assigns in a principal amount equal to such Term Lender’s outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Term Lender and Revolving Credit Lender, respectively, and all payments made on account of the principal thereof, shall be recorded by such Term Lender or Revolving Credit Lender, as applicable, on its books for its such Term Lender’s Term Loan Note and such Revolving Credit Lender’s Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall (if requested by such Lender) be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this AgreementEffective Date, such Note shall be dated as of the date of this AgreementEffective Date, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender and its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Notes. Upon request of a Lender, the The Loans made by each Lender, if requested by such Lender Lender, shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or an Additional Lender Agreement, such Note shall be dated as of the effective date of the Assignment and AssumptionAssumption or Additional Lender Agreement, or (iii) in as the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casemay be, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section Sections 2.06, Section 12.04(a) or 12.04(b) or otherwise), the Borrower shall, upon request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its applicable Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a such Lender, the Loans made by such a Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) and, in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) or in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment assignment and Assumptionassumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Commitments pursuant to Section 2.06(c2.07(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on delivered, to the effective date of extent such increase or decreaseLender is then holding a Note, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall return its prior Note to the Borrower of the Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note so replacedhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a such Lender, the Loans made by such a Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) and, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon If a Lender shall make a written request of to the Administrative Agent and the Borrower to have its Loans evidenced by a Note, then, for each such Lender, the Loans made by such Lender Borrower shall be evidenced by execute and deliver a single promissory note Note of the Borrower in substantially the form of Exhibit Adated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or Section 2.11, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caserelevant Incremental Increase, payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 2.11, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender (and, for avoidance of doubt, its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the (a) The Syndicated Loans made by such Lender each Bank shall be evidenced by a single promissory note (a "Syndicated Note") of the Borrower Company substantially in substantially the form of Exhibit AA-1 hereto, and (i) in dated the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseEffective Date, payable to such Lender Bank in a principal amount equal to the amount of its Commitment as originally in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Typetype, interest rate and, if applicable, Interest Period and maturity date of each Syndicated Loan made by each LenderBank to the Company, and all payments each payment made on account of the principal thereof, shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfertransfer of such Note held by it, may be endorsed by such Lender Bank on a the schedule attached to such Note or any continuation thereof or on thereof. The failure of any separate record maintained by such Lender. Failure Bank to make any such notation or to attach entry or any error in such a schedule notation or entry shall not not, however, limit or otherwise affect any Lender’s obligation of the Company under this Agreement or the Borrower’s rights or obligations Notes. (b) The Money Market Loans made by any Bank shall be evidenced by a single promissory note (a "Money Market Note") of the Company substantially in respect the form of Exhibit A-2 hereto, dated the date of the delivery of such Loans or affect Note to Chase under this Agreement, payable to such Bank and otherwise duly completed. The date, amount, interest rate and maturity date of each Money Market Loan made by each Bank to the validity Company, and each payment made on account of the principal thereof, shall be recorded by such Bank on its books and, prior to any transfer of such Note held by it, endorsed by such Bank on the schedule attached to such Note or any continuation thereof. The failure of any Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes. (c) The Loans made by the Swingline Bank shall be evidenced by a single promissory note (a "Swingline Note") of the Company substantially in the form of Exhibit A-3 hereto, dated the Effective Date, payable to the Swingline Bank in a principal amount equal to the amount of the Swingline Commitment as originally in effect and otherwise duly completed. The date, amount, type, interest rate and maturity date of each Swingline Loan made by the Swingline Bank to the Company, and each payment made on account of the principal thereof, shall be recorded by the Swingline Bank on its books and, prior to any transfer of such Note held by it, endorsed by the Swingline Bank on the schedule attached to such Note or any Lender continuation thereof. The failure of its Notethe Swingline Bank to make any notation or entry or any error in such a notation or entry shall not, however, limit or otherwise affect any obligation of the Company under this Agreement or the Notes.

Notes. Upon request of If requested by a Lender, the Loans Term Loan and Revolving Loans, as applicable, made by such Lender shall be evidenced by a single promissory note Term Loan Note or Revolving Credit Note, as applicable, of the Borrower in substantially the form of Exhibit AA and Exhibit B, and (i) respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Term Loan Commitment (or, for any Term Loan Note issued followed the Effective Date, in an amount equal to the principal amount of the Term Loan held by such Term Lender) or its Maximum Revolving Credit Amount, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Commitment Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender in a principal amount equal to its Commitment Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against whereupon such Lender will promptly return to the Borrower the Notes so replaced. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered, to the extent such Term Lender is then holding a Term Loan Note, on the effective date of such increase, a new Term Loan Note payable to such Term Lender in a principal amount equal to its outstanding Term Loans as of such date, whereupon such Lender will promptly return to the Borrower the Notes so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Term Loan Note and Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Notes. Upon request of a any Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit ANote, and and, (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Elected Commitments pursuant to Section 2.07(f), such Note shall be dated as of the Increase Effective Date or (iii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or it registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) ), or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against the return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, (a) Each Borrower's obligation to repay the Loans made to it by such Lender each Bank shall be evidenced by a single promissory note Note of such Borrower payable to the order of such Bank for the account of its Applicable Lending Office in an amount equal to the aggregate unpaid principal amount of such Bank's Loans at any time. (b) Each Bank may, by notice to a Borrower and the Administrative Agent, request that such Borrower's obligation to repay such Bank's Loans of a particular type to such Borrower be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially the form of Exhibit A, and (i) in A hereto with appropriate modifications to reflect the case of any Lender party hereto as fact that it evidences solely Loans of the date relevant type. Each reference in this Agreement to the "Note" of this Agreement, such Note Borrower payable to the order of such Bank shall be dated deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of each Bank's Notes, the Administrative Agent shall forward such Notes to such Bank. Each Bank shall record the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by it to each LenderBorrower and the date and amount of each payment of principal made with respect thereto, and all payments made may, if such Bank so elects in connection with any transfer or enforcement of its Note of any Borrower, endorse on account the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to each of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached Loans to such Note or Borrower then outstanding; provided that neither the failure by any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or endorsement, nor any error therein, shall affect the obligations of any such Borrower under any Loan Documents. Each Bank is hereby irrevocably authorized by each Borrower so to endorse such Borrower's Note payable to the order of such Bank and to attach to and make a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect part of such Loans or affect the validity Note a continuation of any such transfer by any Lender of its Noteschedule as and when required.

Notes. Upon request of If requested by a LenderBank, the Loans made by such Lender each Bank shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) A-1 in the case of a Revolving Loan and in substantially the form of Exhibit A-2 in the case of a Term Loan, dated, in the case of (a) any Lender Bank party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (iib) in the case of any Lender Bank that becomes a party hereto pursuant to an Assignment and AssumptionAssumption Agreement, such Note shall be dated as of the effective date of the Assignment and AssumptionAssumption Agreement, or (iiic) in the case of any Lender Bank that becomes a party hereto in connection with an increase in the Total Aggregate Elected Revolving Commitment AmountsAmount pursuant to Section 2.06(c)2.16 or in connection with a Term Loan Amendment, as of the effective date of such increase, in each caseincrease or such Term Loan Amendment, payable to such Lender Bank in a principal amount equal to to, in the case of a Revolving Bank, its Commitment Maximum Credit Amount (less its Term Loan Exposure) as in effect on such date, and, in the case of any Term Bank, the principal amount of its Term Loans on such date, and otherwise duly completed. In the event that any LenderBank’s Commitment Maximum Credit Amount or Term Loans increases or decreases for any reason (whether pursuant to Section 2.062.16, Section 12.04(b14.8(d) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Bank is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender Bank in a principal amount equal to, in the case of a Revolving Bank, its Maximum Credit Amount (less its Term Loan Exposure) after giving effect to such increase or decrease, and, in the case of any Term Bank, the principal amount of its Commitment Term Loans after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderBank, and all payments made on account of the principal thereof, shall be recorded by such Lender Bank on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any LenderBank’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender Bank of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender(a) The Loan made to each Borrower, the Loans made by and such Lender Borrower's obligation to repay such Loan, shall be evidenced by a single promissory note Note issued by such Borrower to the Agent (for the benefit of all of the Borrower Lenders sharing in substantially the form of Exhibit ALoan to such Borrower), and which shall provide, among other things, that (i) such Note shall mature, and the outstanding principal amount thereof and the unpaid accrued interest thereon shall be due and payable, on the Maturity Date, (ii) such Borrower shall pay interest on the unpaid principal amount of the Loan made to such Borrower from the Closing Date until such principal amount is paid in full, payable to the Agent, for the benefit of the Lenders, in arrears on each Interest Payment Date at the rate as provided in the case of any Lender party hereto as of the date of this AgreementNote, (iii) such Note shall be dated as prepayable at the option of the date of this Agreement, (ii) Borrower as and to the extent provided in the case of Note and (iv) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note prepayments shall be dated subject to the payment of an Early Payment Fee and related fees as of the effective date of the Assignment and Assumption, or (iii) set forth in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, Note. All interest payments and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations prepayments in respect of such Loans or affect any Loan shall be applied by the validity Agent among the Lenders on a Pro-rata basis (based on each Lender's Pro-rata share of such transfer by the outstanding principal amount thereof). (b) Upon the occurrence and during the continuance of any Program Event of Default, the Agent may (and at the request of any Lender, the Agent shall) request that the Borrowers execute and deliver amended and restated Notes for each Lender in replacement of its Notethe existing master Notes.

Notes. Upon request of a Lender, the (a) Loans made by such Lender each Bank with respect to Alternate Base Rate Loans and LIBOR Loans shall be evidenced by a single promissory note of the Borrower Company, substantially in substantially the form of Exhibit AD, all with appropriate insertions therein (as endorsed and as amended or otherwise modified from time to time, a “Note” and, collectively, the “Notes”), payable to the order of such Bank and representing the obligation of the Company to pay the aggregate unpaid principal amount of all Loans made by such Bank, with interest thereon as prescribed or determined herein. Each Bank is hereby authorized to record the date and amount of each Loan made by such Bank and the other information applicable thereto, and each payment or prepayment of principal of such Loan, on the applicable grid (and any continuations thereof annexed to and constituting a part of its Notes. No failure to so record or any error in so recording shall affect the obligation of the Company to repay such Loans, with interest thereon, as herein provided. (b) If all Governmental Approvals are received by the Borrower on or prior to the Effective Date, the Company shall issue Note to each Bank (each a “Note”). Each Note shall (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this AgreementEffective Date, (ii) in be stated to mature on the case of any Lender that becomes Final Maturity Date and (iii) bear interest for the period from and including the date thereof on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided herein. (c) If all required Government Approvals have not been received by the Borrower on or prior to the Effective Date, then on the Effective Date the Company shall issue a party hereto pursuant Note to each Bank (each, an Assignment and Assumption, such “Initial Note”). Each Initial Note shall (i) be dated as of the effective date of Effective Date, (ii) be stated to mature on the Assignment Initial Maturity Date and Assumption, or (iii) in bear interest for the case of any Lender that becomes period from and including the date thereof on the unpaid principal amount thereof from time to time outstanding at the applicable interest rate per annum determined as provided herein. (d) If all Governmental Approvals were not received on the Effective Date but are received before the date which is 30 days prior to the Initial Maturity Date, the Company shall issue new a party hereto in connection with an increase in the Total Commitment pursuant Note to Section 2.06(ceach Bank (each a “Replacement Note”), . Each Replacement Note shall (i) be dated as of the effective Effective Date, (ii) be stated to mature on the Final Maturity Date and (iii) bear interest for the period from and including the date of such increase, in each case, payable to such Lender in a thereof on the unpaid principal amount equal thereof from time to its Commitment time outstanding at the applicable interest rate per annum determined as in effect on provided herein. Upon each Bank’s receipt of the applicable Replacement Note, such date, Bank will stamp “Cancelled” upon such Bank’s Initial Note and otherwise duly completed. In return the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Initial Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower Company via overnight courier, at the sole cost and expense of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteCompany.

Notes. Upon request (a) The Loans of a Lender, the Loans made by such each Lender to each Borrower shall be evidenced by a single promissory note Note of such Borrower payable to the order of such Lender for the account of its Applicable Lending Office in an amount equal to the aggregate unpaid principal amount of such Lender's Loans. (b) Each Lender may, by notice to either Borrower and the Agent, request that its Loans of a particular Type or Class to such Borrower be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Each such Note shall be in substantially the form of Exhibit A, and (i) in A hereto with appropriate modifications to reflect the case of any Lender party hereto as fact that it evidences solely Loans of the date relevant Type or Class. Each reference in this Agreement to the "Note" of this Agreement, such Note Lender shall be dated deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment each Lender's Notes pursuant to Section 2.06(c)3.01, as of the effective date of Agent shall forward such increase, in each case, payable Notes to such Lender. Each Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In shall record the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period Type and Class of each Loan made by it to each LenderBorrower and the date and amount of each payment of principal made with respect thereto, and all payments made on account of the principal thereofmay, shall be recorded by if such Lender so elects in connection with any transfer or enforcement of its Note of either Borrower, endorse on its books for its Note, and, prior the schedule forming a part thereof appropriate notations to any transfer, may be endorsed by evidence the foregoing information with respect to each such Lender on a schedule attached Loan to such Note or Borrower then outstanding; provided that the failure of any continuation thereof or on any separate record maintained by such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement, or any error in making such recordation or endorsement, shall not affect the obligations of either Borrower hereunder or under the Notes or any Lender’s or the Borrower’s rights or obligations in respect other Loan Document. Each Lender is hereby irrevocably authorized by each Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such Loans or affect the validity of such transfer by any Lender of its Noteschedule as and when required.

Notes. Upon request of a Lender, the (a) The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower Note appropriately completed in substantially the form of Exhibit A, and A. (b) Each Note issued to a Lender shall (i) be executed by the Borrower, (ii) be payable to the order of such Lender, (iii) be dated as of the Closing Date (or, in the case of a Note issued after the Closing Date, dated the effective date of the applicable Assignment and Acceptance), (iv) be in a stated principal amount equal to such Lender's Commitment, (v) bear interest in accordance with the provisions of Section 2.8, as the same may be applicable from time to time to the Loans made by such Lender, and (vi) be entitled to all of the benefits of this Agreement and the other Credit Documents and subject to the provisions hereof and thereof. (c) Each Lender will record on its internal records the amount and Type of each Loan made by it and each payment received by it in respect thereof and will, in the event of any Lender party hereto transfer of any of its Notes, either endorse on the reverse side thereof or on a schedule attached thereto (or any continuation thereof) the outstanding principal amount and Type of the Loans evidenced thereby as of the date of this Agreementtransfer or provide such information on a schedule to the Assignment and Acceptance relating to such transfer; provided, such Note shall be dated as of however, that the date of this Agreement, (ii) in the case failure of any Lender that becomes a party hereto to make any such recordation or provide any such information, or any error therein, shall not affect the Borrower's obligations under this Agreement or the Notes. (d) Upon termination of the Commitments, payment in full of the Loans hereunder, including all accrued but unpaid interest thereon, as well as any premiums or penalties, if any, and the payment of any outstanding fees earned hereunder or pursuant to an Assignment and Assumption, such Note shall be dated as the terms of any of the effective date of the Assignment Credit Documents, each Lender will mark its Note "paid in full" and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against promptly return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its canceled Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit Adated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c)other amendment or modification, as applicable. Any such promissory note evidencing Tranche A Loans made by a Tranche A Lender shall be in substantially the form of the effective date of such increase, in each caseExhibit A-1, payable to such Tranche A Lender in a principal amount equal to its such Lender’s Tranche A Commitment or Tranche A Credit Exposure as in effect on such datethe date described in the foregoing sentence, and otherwise duly completedany such promissory note evidencing Tranche B Loans made by a Tranche B Lender shall be in substantially the form of Exhibit A-2, payable to such Tranche B Lender in a principal amount equal to such Lender’s Tranche B Commitment or Tranche B Credit Exposure as in effect on the date described in the foregoing sentence. In the event that any Lender’s Commitment or Credit Exposure with respect to any Class increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lenderif requested by any Lender then holding a Note, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its such Lender’s Commitment or Credit Exposure with respect to such Class after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall return its prior Note to the Borrower of the Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note so replacedhas been lost and (in any event) has been canceled. The date, amount, Class, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. (a) Upon request of a each Lender’s request, the Loans made by such Lender shall be evidenced by a single promissory note Revolving Credit Note, FILO Note, or ABL Term Note, as applicable, duly executed on behalf of the Borrower in substantially Borrower, dated the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseClosing Date, payable to the order of such Lender in a an aggregate principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason applicable Commitment. (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise)Upon the Swingline Lender’s request, the Borrower shallRevolving Credit Loans made by the Swingline Lender with respect to Swingline Loans shall be evidenced by a Swingline Note, upon request duly executed on behalf of such the Borrower, dated the Closing Date, payable to the order of the Swingline Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a an aggregate principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Swingline Loan Ceiling. (c) Each Lender is hereby authorized by the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrower to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or Note and upon cancellation of such Note, the Borrower will issue, in lieu thereof, a replacement Note in favor of such Lender, in the same principal amount thereof and otherwise of like tenor at no expense to the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and AssumptionAssumption or other amendment or modification, as applicable, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. \ In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall return its prior Note to the Borrower of the Borrower, marked “canceled” (or its equivalent) or an affidavit that such Note so replacedhas been lost and (in any event) has been canceled. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of a the Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The entries made in the accounts maintained pursuant to this Section 2.02(d) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement. Any Lender may request that Loans made by such Lender shall it be evidenced by a single promissory note of Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in substantially the form of Exhibit AA dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Additional Lender that becomes a Lender party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Thereafter, the event that any Lender’s Commitment increases or decreases for any reason Loans evidenced by such Note and interest thereon shall at all times (whether including after assignment pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.Section

Notes. Upon request of a Lender, the (a) The Revolving Credit Loans (other than Registered Loans) made by such each Lender shall be evidenced by a single promissory note of the Borrower Company substantially in substantially the form of Exhibit AA-1 hereto, and (i) in the case of any Lender party hereto as of dated the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereof, payable to such Lender in a principal amount equal to the amount of its Revolving Credit Commitment as originally in effect on such date, and otherwise duly completed. In . (b) The Term Loans (other than Registered Loans) made by each Lender shall be evidenced by a single promissory note of the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06Company substantially in the form of Exhibit A-2 hereto, Section 12.04(b) or otherwise)dated the date hereof, the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to the amount of its Term Loan Commitment after giving as originally in effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. . (c) The date, amount, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan of each Class made by each LenderLender to the Company, and all payments each payment made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of any Note evidencing the Loans of such Class held by it, may be endorsed by such Lender on a the schedule attached to such Note or any continuation thereof or on any separate record maintained by thereof; provided that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Company to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Note in respect of such Loans Loans. (d) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's relevant Commitment, Loans and Notes pursuant to Section 12.06 hereof and except as provided in Section 2.08(e) hereof (and, if requested by any Lender, the Company agrees to so exchange any Note). (e) Notwithstanding the foregoing, any Lender that is not a U.S. Person and is not a "bank" within the meaning of its Section 881(c)(3)(A) of the Code may request the Company (through the Administrative Agent), and the Company agrees thereupon, to record on the Register referred to in Section 12.06(g) hereof any Loans of any Class held by such Lender under this Agreement. Loans recorded on the Register ("Registered Loans") may not be evidenced by promissory notes other than Registered Notes as defined below and, upon the registration of any Loan, any promissory note (other than a Registered Note) evidencing the same shall be null and void and shall be returned to the Company. The Company agrees, at the request of any Lender Credit Agreement that is the holder of Registered Loans, to execute and deliver to such Lender a promissory note in registered form to evidence such Registered Loans (i.e., containing the optional registered note language as indicated in Exhibit A-1 or A-2 hereto, as the case may be) and registered as provided in Section 12.06(g) hereof (herein, a "Registered Note"), dated the date hereof, payable to such Lender and otherwise duly completed. A Loan once recorded on the Register may not be removed from the Register so long as it remains outstanding and a Registered Note may not be exchanged for a promissory note that is not a Registered Note.

Notes. Upon the request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and dated, (i) as of the date of this Agreement in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated Agreement or (ii) as of the effective date of this Agreement, (ii) the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall each be evidenced by a single promissory note Note of the Borrower in substantially the form for each type of Exhibit ALoan held by such Lender, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) any Lender that becomes a party hereto in connection with an increase in the case of Aggregate Revolving Elected Commitments pursuant to Section 2.06(c) or (iii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount (in the case of Revolving Loans) as in effect on such date or Second Out Term Loans or Third Out Term Loans held by such Lender on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Revolving Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Revolving Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Notes. Upon Any Lender may request of a Lender, that the Loans made by such Lender shall it be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to the aggregate principal amount of its Commitment Loans as in effect on such date, and otherwise duly completed. In the event that the aggregate principal amount of any Lender’s Commitment Loans increases or decreases for any reason (whether pursuant to Section 2.062.01, Section 12.04(b13.04(b) or otherwise), upon the Borrower shall, upon request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to the aggregate 102120121 principal amount of its Commitment Loans after giving effect to such increase or decrease, and otherwise duly completed, against return . Borrower’s obligation to deliver a Note evidencing Loans for which the Borrower has previously delivered a Note shall be subject to ▇▇▇▇▇▇▇▇’s receipt of such previously-delivered Note or satisfactory indemnity therefor in ▇▇▇▇▇▇▇▇’s discretion. The replaced Note shall be deemed cancelled upon delivery from the Borrower to the Borrower Lender of the Note so replacedsuch new Note. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note of note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this AgreementAgreement (subject to clauses (ii) and (iii) of this section), (ii) in the case of any Lender that becomes a party hereto or that has its Maximum Credit Amount increased pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto or that has its Maximum Credit Amount increased in connection with an increase in the Total Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit ANote, and (i) dated, in the case of (i) any Lender party hereto as of the date of this AgreementClosing Date, such Note shall be dated as of the date of this Agreement, Closing Date or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon reasonable request from a Lender, in the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and, upon receipt by such Lender of such new Note, the existing Note of the Lender shall be deemed cancelled and the Lender shall promptly return its prior Note to the Borrower upon the request of the Note so replacedBorrower. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteLoans.

Notes. Upon request (a) The Revolving Loans made by each Lender shall be evidenced by a revolving note duly executed on behalf of the Borrowers, dated the Closing Date, in substantially the form attached hereto as EXHIBIT B-1, payable to the order of each such Lender in an aggregate principal amount equal to such Lender's Commitment. (b) The Swingline Loans made by the Swingline Lender shall be evidenced by a swingline note duly executed on behalf of the Borrowers, dated the Closing Date, in substantially the form attached hereto as EXHIBIT B-2 payable to the order of the Swingline Lender in an aggregate principal amount equal to $9,500,000. (c) Each Note shall bear interest from the date thereof on the outstanding principal balance thereof as set forth in this Article II. Each Lender is hereby authorized by the Borrowers to endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender's internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any error therein shall not affect the obligation of the Borrowers to repay the Loans made by such Lender shall be evidenced by a single promissory note of in accordance with the Borrower in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date terms of this AgreementAgreement and the applicable Notes. (d) Upon receipt of an affidavit of a Lender as to the loss, such Note shall be dated as of the date of this Agreementtheft, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, destruction or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date mutilation of such increaseLender's Note and upon cancellation of such Note, the Borrowers will issue, in each caselieu thereof, payable to such Lender a replacement Note in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request favor of such Lender, deliver or cause to be delivered on in the effective date of such increase or decrease, a new Note payable to such Lender in a same principal amount equal to its Commitment after giving effect to such increase or decrease, thereof and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Notelike tenor.

Notes. (a) Upon the request of a any applicable Lender, the Loans Borrowers shall execute and deliver to such Lender a separate Note for each applicable Term Loan, Multi-Draw Term Loan or Revolving Loan, each dated as of the Effective Date, or, if later, the date of such request, in the principal amount of such Lender’s Percentage of such Commitment or Loan, as applicable. Upon the request of any applicable Lender, the Borrowers shall execute and deliver to such Lender a separate Note for each applicable Incremental Term Loan Facility, each dated as of the closing date of such Incremental Term Loan Facility, or, if later, the date of such request, in the principal amount of such Lender’s Percentage of such Incremental Term Loan Commitment or Incremental Term Loan, as applicable. Upon Swingline Lender’s request, the Borrowers shall execute and deliver to Swingline Lender a Swingline Note, dated as of the Effective Date, or, if later, the date of such request, in the amount of the Swingline Commitment. (b) The Notes issued to each Lender pursuant to clause (a) shall (i) be executed by the Borrowers, (ii) be payable to the order of such Lender or such Lender’s assigns, (iii) be in the stated principal amount equal to the Loan made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective on date of such increase, in each case, payable to such Lender in a Note or the principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender’s pro rata share of the applicable Commitment, deliver or cause to (iv) be delivered on the effective date of such increase or decreasepayable as provided in Section 3.1, a new Note payable to such Lender (v) accrue interest as provided in a principal amount equal to its Commitment after giving effect to such increase or decrease, Section 3.2 and otherwise duly completed, against return (vi) be entitled to the Borrower benefits of this Agreement and the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period other Loan Documents. (c) Each Lender shall record in its records the amount and date of each Loan made by each Lendersuch Lender to the Borrowers (including the outstanding principal amount of the Term Loans as of the Effective Date which Loans were advanced under the Existing Credit Agreement and continued as Loans under this Agreement), and all payments made on account each repayment of such Lender’s Loans. The aggregate unpaid principal amount so recorded shall, absent manifest error, be conclusive evidence of the principal thereof, shall be recorded by amount of the Loan owing and unpaid. The failure to so record any such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note amount or any continuation thereof or on any separate record maintained by such Lender. Failure to make error in so recording any such notation amount shall not, however, limit or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or otherwise affect the validity Obligations of such transfer by the Borrowers hereunder or under any Lender Note to repay the principal amount of its Noteall Loans hereunder, together with interest accruing thereon.

Notes. Upon request of a Lender, the The Loans made by such Lender the Lenders shall be evidenced by a single promissory note note, executed and delivered by the Borrowers, payable to the order of the Borrower each Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note of Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in substantially the form of Exhibit AA dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Additional Lender that becomes a Lender party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the Borrower shall, upon request of such Lender, the Borrower shall deliver or cause to be delivered on as of the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such Lender the Lenders shall be evidenced by a single promissory note note, executed and delivered by the Borrowers, payable to the order of the Borrower each Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Credit Amount pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.06(c), Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record CHAPARRAL ENERGY, L.L.C. SEVENTH RESTATED CREDIT AGREEMENT maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the any Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower to such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or Maximum Credit Amount decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) 12.04 or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender Lender, in replacement of the Note then outstanding, in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect Loans. Upon assignment of any Note in accordance with the validity terms in this Agreement and surrender of such Note at the principal office of Administrative Agent for registration of transfer or exchange (and in the case of a surrender for registration of transfer, duly endorsed or accompanied by any Lender a written instrument of transfer duly executed by the registered holder or its Noteattorney duly authorized in writing and accompanied by the address for notices of each transferee of such Note or part thereof), and an assignment agreement in form and substance acceptable to Administrative Agent whereby the assignee holder agrees to be bound by the terms hereof that are applicable to holders, the Borrower shall execute and deliver, at Borrower’s expense, a new Note in exchange therefor.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall each be evidenced by a single promissory note Note of the Borrower in substantially the form of Exhibit ABorrower, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Notes. Upon the request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note Revolving Credit Note of the Borrower in substantially the form of Exhibit A, and dated (i) as of the Effective Date in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated (ii) as of the effective date of this Agreement, (ii) the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment Assumption and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, case payable to such Lender in a principal amount equal to its Commitment Maximum Revolving Credit Amount as in effect on such date, date and otherwise duly completed. In the event that any Lender’s Commitment Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, respectively, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender’s Revolving Credit Note. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Revolving Credit Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.05, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return . In the event that the principal amount of the Loans outstanding at any time are greater than the total Maximum Credit Amount Borrower shall from time to time deliver or cause to be delivered on any such date a new Note payable to the Borrower order of each Lender in a principal amount equal to the sum of (i) its Maximum Credit Amount plus (ii) the Applicable Percentage of the Note so replacedamount by which the Loans exceed the Maximum Credit Amount at such time, and otherwise duly completed. The date, amount, Type, interest rate and, if applicable, Interest Period date and amount of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request (a) The Revolving Loans of a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note Revolving Loan Note payable to the order of such Lender for the account of its Lending Office in an amount equal to the original principal amount of such Lender's Commitment. (b) Upon receipt of each Lender's Notes pursuant to SECTION 9.01, the Agent shall deliver such Notes to such Lender. Each Lender will record either on its own books and records or on Schedules attached to its Notes, at its option, and prior to any transfer of its Notes will transfer a copy of the relevant portions of its books and records or endorse on such schedules attached to its Notes appropriate notations to evidence; the date, amount and maturity of, and effective interest rate for, each Loan made by it, and the date and amount of each payment of principal made by the Borrower with respect thereto. Such records, whether on the Lender's books and records or on Schedules to the Notes will constitute prima facie evidence, in the absence of manifest error, of the respective principal amounts owing and unpaid on such Lender's Notes; provided that the failure of any Lender to make, or any error in making, any such recordation or endorsement shall not affect the obligation of the Borrower hereunder or under the Notes or the ability of any Lender to assign its Notes. Each Lender is hereby irrevocably authorized by the Borrower so to endorse its Notes, in substantially the form of Exhibit Aevent such option is elected by such Lender, and to attach to and make a part of any Note a continuation of any such Schedule as and when required. (c) The Agent shall maintain on its books a control account for the Borrower in which shall be recorded (i) in the case date, amount, effective interest rate and maturity of any Lender party hereto as of each Revolving Loan and Settlement Loan made hereunder to the date of this Agreement, such Note shall be dated as of the date of this AgreementBorrower, (ii) in the case amount of any Lender that becomes a party hereto pursuant principal, interest or fees due or to an Assignment become due from the Borrower on the Revolving Loans and Assumptionthe Settlement Loans, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case amount of any Lender that becomes a party hereto in connection with an increase in sum received by the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations Agent hereunder in respect of any such principal, interest or fees due on the Revolving Loans or affect and Settlement Loans, and each Lender's Commitment Percentage thereof. (d) The entries made in the validity accounts pursuant to paragraph (c) above shall be prima facie evidence, in the absence of manifest error, of the existence and amounts of the Obligations of the Borrower therein recorded and any payments thereon, and in case of discrepancy between such transfer accounts and the schedules to the Notes maintained by any Lender pursuant to paragraph (b) or between such accounts and the books and records of its Notethe Borrower, in the absence of manifest error, the control account maintained by the Agent pursuant to paragraph (c) above shall be controlling with respect to Revolving Loans and Settlement Loans.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and each Lender shall return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request (a) The Revolving Loans made by each Lender shall be evidenced by a revolving note duly executed on behalf of the Borrowers, dated the Closing Date, in substantially the form attached hereto as Exhibit B-1, payable to the order of each such Lender in an aggregate principal amount equal to such Lender’s Commitment. (b) The Swingline Loans made by the Swingline Lender shall be evidenced by a swingline note duly executed on behalf of the Borrowers, dated the Closing Date, in substantially the form attached hereto as Exhibit B-2 payable to the order of the Swingline Lender in an aggregate principal amount equal to $10,000,000. (c) Each Note shall bear interest from the date thereof on the outstanding principal balance thereof as set forth in this Article II. Each Lender is hereby authorized by the Borrowers to endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any error therein shall not affect the obligation of the Borrowers to repay the Loans made by such Lender shall be evidenced by a single promissory note of in accordance with the Borrower in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date terms of this AgreementAgreement and the applicable Notes. (d) Upon receipt of an affidavit of a Lender as to the loss, such Note shall be dated as of the date of this Agreementtheft, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, destruction or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date mutilation of such increaseLender’s Note and upon cancellation of such Note, the Borrowers will issue, in each caselieu thereof, payable to such Lender a replacement Note in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request favor of such Lender, deliver or cause to be delivered on in the effective date of such increase or decrease, a new Note payable to such Lender in a same principal amount equal to its Commitment after giving effect to such increase or decrease, thereof and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Notelike tenor.

Notes. Upon request of a such Lender, the Loans made by such a Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) and, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) any Lender that becomes a party hereto in connection with an increase in the Aggregate Elected Borrowing Base Commitments pursuant to Section 2.07(g), such Note shall be dated as of the effective date of such increase, or (iii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Maximum Revolving Credit Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Revolving Credit Amounts as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Revolving Credit Amount or Maximum Term Loan Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Revolving Credit Amount or Maximum Term Loan Amount, as applicable, after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. (a) Upon the request of a any Domestic Lender, the Loans made by such Domestic Lender shall be evidenced by a single promissory note Revolving Credit Note or Term Note, as applicable, duly executed on behalf of the Borrower in substantially Domestic Borrowers, dated the form of Exhibit A, and (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseClosing Date, payable to such Domestic Lender or its registered assignees, if any, in a an aggregate principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Domestic Lender’s Commitment increases or decreases for Commitment. (b) Upon the request of any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise)Swingline Lender, the Borrower shallRevolving Credit Loans made by such Swingline Lender with respect to Swingline Loans shall be evidenced by a Swingline Note, upon request duly executed on behalf of such Lenderthe Borrowers, deliver or cause to be delivered on dated the effective date of such increase or decreaseClosing Date, a new Note payable to such Swingline Lender or its registered assignees, if any, in a an aggregate principal amount equal to its Commitment after giving effect the Domestic Swingline Loan Ceiling or Canadian Swingline Loan Ceiling, as applicable. (c) Upon the request of any Canadian Lender, the Loans made by such Canadian Lender shall be evidenced by a Revolving Credit Note or Term Note, as applicable, duly executed on behalf of the Canadian Borrower, dated the Closing Date, payable to such increase Canadian Lender or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate andits registered assignees, if applicableany, Interest Period of each Loan made in an aggregate principal amount equal to such Canadian Lender’s Commitment. (d) Each Lender is hereby authorized by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior applicable Borrowers to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect the obligation of any Borrower to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (e) Upon receipt of an affidavit and indemnity of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor at such Lender’s expense.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note of note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to such Lender or its registered assigns in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement and (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment as in effect the Loan held by such Lender on such date, and otherwise duly completed. In If the event that amount of any Lender’s Commitment increases or decreases Loan is decreased for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, shall upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such any Lender who requested a Note hereunder in a principal amount equal to its Commitment the amount of any Lender’s Loan after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of or any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), upon the Borrower shall, upon request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completedcompleted and, against upon request by the Borrower, such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Date, and (ii) any other Lender, as of the date of this Agreement, (ii) in the case of any such Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereto, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section ‎Section 2.06, Section ‎Section 2.09, ‎Section 12.04(b) or otherwise), the Borrower shallshall deliver or cause to be delivered, to the extent such Lender is then holding a Note and upon the written request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed. Upon receipt of such replacement Note, against such Lender shall return the replaced Note to the Borrower of the Note so replacedBorrower. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by each Lender, if requested by such Lender Lender, shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amount pursuant to Section 2.06(c), 2.07(e) as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.062.07, Section 12.04(b) or otherwise), the Borrower shall, upon request of if requested by such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon Any Lender may request of a Lender, that the Loans made by such Lender it shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completedcompleted (and the prior Note shall be destroyed or, against return upon request of the Borrower, returned to the Borrower of with an indication that the Note so replacedsame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. (a) Upon request of from a Lender, the Revolving Credit Loans made by of such Lender shall be evidenced by a single promissory note Revolving Credit Note payable to the order of such Lender for the account of its Lending Office in an amount equal to the original principal amount of such Lender's Revolving Credit Commitment. (b) Upon request from the Swing Line Lender, the Swing Line Loans made by the Swing Line Lender to the Borrower shall be evidenced by a single Swing Line Note payable to the order of the Swing Line Lender. (c) Upon receipt of any Notes pursuant to Section 4.01, the Administrative Agent shall deliver such Notes to such Lender. Each Lender shall record, and prior to any transfer of its Notes shall endorse on the schedule forming a part thereof appropriate notations to evidence, the date, amount and maturity of, Currency of, and effective interest rate for, each Revolving Credit Loan, made by it, the date and amount of each payment of principal made by the Borrower with respect thereto and whether, in the case of such Lender's Revolving Credit Note, such Revolving Credit Loan, is a Base Rate Loan or Eurocurrency Loan, and such schedule shall constitute rebuttable presumptive evidence of the principal amount owing and unpaid on such Lender's Notes; provided that the failure of any Lender to make, or any error in making, any such recordation or endorsement shall not affect the obligation of the Borrower in substantially hereunder or under the form Notes or the ability of Exhibit A, any Lender to assign its Notes. Each Lender is hereby irrevocably authorized by the Borrower so to endorse its Notes and to attach to and make a part of any Note a continuation of any such schedule as and when required. (d) Upon receipt of (i) an affidavit of an officer of any Lender as to the loss, theft, destruction or mutilation of any of its Notes or any other security document held by such Lender that is not of public record and (ii) appropriate indemnification of the Borrower for any loss it may suffer with respect to any such Note or security document, and, in the case of any Lender party hereto as such loss, theft, destruction or mutilation, upon cancellation of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise)other security document, the Borrower shallwill issue, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decreasein lieu thereof, a new Note payable to such Lender replacement note or other security document in a the same principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Notelike tenor.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note of note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to the order of such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement (subject to clause (ii) in the case of this section), or (ii) any Lender that becomes a party hereto or that has its Commitment increased pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower upon request by such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) 12.04 or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans Loans. Upon surrender of any Note at the principal office of Administrative Agent for registration of transfer or affect exchange (and in the validity case of a surrender for registration of transfer, duly endorsed or accompanied by a written instrument of transfer duly executed by the registered holder or its attorney duly authorized in writing and accompanied by the address for notices of each transferee of such transfer Note or part thereof), and an assignment agreement in form and substance acceptable to Administrative Agent whereby the assignee holder agrees to be bound by any Lender of its Notethe terms hereof that are applicable to holders, shall execute and deliver, at Borrower’s expense, a new Note in exchange therefor.

Notes. Upon Any Lender may request of a Lender, the that Loans made by such Lender shall it be evidenced by a single promissory note. In such event, the Borrowers shall prepare, execute and deliver to such Lender a promissory note payable to the order of the Borrower such Lender in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that If any Lender’s Commitment 's Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, Borrowers shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such the order of any Lender who requested a Note hereunder in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender agrees to promptly thereafter return to the Borrower of the previously issued Note so replacedheld by such Lender marked canceled or otherwise similarly defaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each LenderLender that receives a Note, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the any Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon the request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and dated (i) as of the date of this Agreement in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated and (ii) as of the effective date of this Agreement, (ii) the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amount pursuant to Section 2.06(c), as of the effective date of such increase, in each case, case payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule Schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule Schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans of any Class made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit AExhibits ▇-▇, and (i) ▇-▇, or A-3, as appropriate, dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the Effective Date, (ii) any other Lender, as of the date of this Agreement, (ii) in the case of any such Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereto, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount, the principal amount of its 5-Year Term Loan, or the principal amount of its 7-Year Term Loan, as the case may be, as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason or the amount of a Term Lender’s Term Loans increases (whether pursuant to Section 2.06, Section 2.09, Section 12.04(b) or otherwise)) and at such Lender’s request, the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount (after giving effect to such increase or decrease), the principal amount of its 5-Year Term Loan (after giving effect to such increase), or the principal amount of its 7-Year Term Loan (after giving effect to such increase), as the case may be, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, Class, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its NoteNote of such Class, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its such Note.

Notes. Upon If a Lender shall make a written request of to the Administrative Agent and the Borrower to have its Loans evidenced by a Note, then, for each such Lender, the Loans made by such Lender Borrower shall be evidenced by execute and deliver a single promissory note Note of the Borrower in substantially the form of Exhibit Adated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In Upon request from a Lender, in the event that any such Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall may be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure ; provided that the failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment (or, following the Effective Date, its Loan) as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender (or at the option of each Lender, a modification of the existing Note payable to the order of such Lender) in a principal amount equal to its Commitment (or, following the Effective Date, its Loan) after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request (a) The Loans of a Lender, the Loans made by such Lender each Bank shall be evidenced by a single promissory note Note payable to the order of such Bank for the account of its Applicable Lending Office in an amount equal to the aggregate amount of such Bank's Commitment. (b) Each Bank may, by notice to the Borrower, the Lead Agent and the Co-Lead Agent, request that its Loans of a particular type (including Money Market Loans) be evidenced by a separate Note in an amount equal to the aggregate unpaid principal amount of such Loans. Any additional costs incurred by the Lead Agent, the Borrower or the Banks in connection with preparing such a Note shall be at the sole cost and expense of the Borrower Bank requesting such Note. In the event any Loans evidenced by such a Note are paid in full prior to the Maturity Date, any such Bank shall return such Note to Borrower. Each such Note shall be in substantially the form of Exhibit A, A hereto with appropriate modifications to reflect the fact that it evidences solely Loans of the relevant type. Upon the execution and (i) in the case delivery of any Lender party hereto as of the date of this Agreementsuch Note, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new existing Note payable to such Lender Bank shall be replaced or modified accordingly. Each reference in a principal amount equal this Agreement to its Commitment after giving effect the "Note" of such Bank shall be deemed to refer to and include any or all of such Notes, as the context may require. (c) Upon receipt of each Bank's Note pursuant to Section 3.1(a), the Lead Agent shall forward such Note to such increase or decrease, and otherwise duly completed, against return to Bank. Each Bank shall record the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period type and maturity of each Loan made by it and the date and amount of each Lenderpayment of principal made by the Borrower with respect thereto, and all payments made on account may, if such Bank so elects in connection with any transfer or enforcement of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior endorse on the appropriate schedule appropriate notations to evidence the foregoing information with respect to each such Loan then outstanding; provided that the failure of any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure Bank to make any such notation recordation or to attach a schedule endorsement shall not affect any Lender’s the obligations of the Borrower hereunder or under the Borrower’s rights or obligations in respect of such Loans or affect Notes. Each Bank is hereby irrevocably authorized by the validity of such transfer by any Lender Borrower so to endorse its Note and to attach to and make a part of its NoteNote a continuation of any such schedule as and when required. (d) The Committed Loans shall mature, and the principal amount thereof shall be due and payable, on the Maturity Date. (e) Each Money Market Loan included in any Money Market Borrowing shall mature, and the principal amount thereof shall be due and payable, together with accrued interest thereon, on the earlier to occur of (i) last day of the Interest Period applicable to such Borrowing or (ii) the Maturity Date. (f) There shall be no more than ten (10) Euro-Dollar Groups of Loans outstanding at any one time.

Notes. Upon request of a Lender, the (a) The Revolver Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower Borrowers, substantially in substantially the form of Exhibit AA-1, with appropriate insertions as to payee, date and principal amount (i) in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c“Revolver Note”), as of the effective date of such increase, in each case, payable to the order of such Lender and in a principal amount equal to its the amount of the initial Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender; provided, deliver however, that the principal amount of each Revolver Loan made in an Optional Currency shall be paid by the Borrowers in such Optional Currency. Each Lender is hereby authorized to record the date, currency, Type and amount of each Revolver Loan made by such Lender, each continuation thereof, each conversion of all or cause a portion thereof to be delivered another Type, the date and amount of each payment or prepayment of principal thereof and, in the case of LIBOR Loans, the length of each Interest Period with respect thereto, on the effective date schedule annexed to and constituting a part of its Revolver Note, and any such increase recordation shall constitute prima facie evidence of the accuracy of the information so recorded, provided, that the failure of any Lender to make such recordation (or decreaseany error in such recordation) shall not affect the obligations of the Borrowers hereunder or under such Revolver Note. Each Revolver Note shall (a) be dated the Closing Date, a new Note (b) be stated to mature on the Termination Date and (c) provide for the payment of interest in accordance with Sections 2.9 and 2.10. (b) The Swing Line Loans shall be evidenced by the Swing Line Note, payable to such the order of the Swing Line Lender and in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower amount of the Note so replacedSwing Line Commitment. The Swing Line Lender is hereby authorized to record the date, amount, Type, interest rate and, if applicable, Interest Period Type and amount of each Swing Line Loan made by such Lender and the date and amount of each Lenderpayment or prepayment of principal thereof on the schedule annexed to and constituting a part of the Swing Line Note, and all payments made on account any such recordation shall constitute prima facie evidence of the principal thereofaccuracy of the information so recorded, shall be recorded by provided, that the failure of the Swing Line Lender to make such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note recordation (or any continuation thereof or on any separate record maintained by error in such Lender. Failure to make any such notation or to attach a schedule recordation) shall not affect any Lender’s the obligations of the Borrowers hereunder or under the Borrower’s rights or obligations Swing Line Note. The Swing Line Note shall (a) be dated the Closing Date, (b) be stated to mature on the Termination Date and (c) provide for the payment of interest in respect of such Loans or affect the validity of such transfer by any Lender of its Noteaccordance with Sections 2.9 and 2.10.

Notes. Upon request of If requested by a Lender, the Loans made by such Lender shall each be evidenced by a single promissory note Note of the Borrower in substantially the form of Exhibit ABorrower, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) any Lender that becomes a party hereto in connection with an increase in the case of Aggregate Elected Commitments pursuant to Section 2.06(c) or (iii) any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In Upon request from a Lender and upon the return of the Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form, in the event that any such Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each such Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note. Upon request of the Borrower, promptly following Payment in Full, each Lender shall return to the Borrower any Note issued to it, or in the case of any loss, theft or destruction of any such Note, a lost note affidavit in customary form.

Notes. Upon the request of a Lender, the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and dated, (i) as of the date of this Agreement in the case of any Lender party hereto as of the date of this Agreement, such Note shall be dated (ii) as of the effective date of this Agreement, (ii) the Assignment and Assumption in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated Assumption and (iii) as of the effective date of the Assignment and Assumption, or (iii) Additional Lender Agreement in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Total Commitment Lender pursuant to Section 2.06(c), as of the effective date of such increaseAdditional Lender Agreement, in each case, case payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon the request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.”

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completedcompleted (and the prior Note shall be destroyed or, against return upon request of the Borrower, returned to the Borrower of with an indication that the Note so replacedsame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit AA-1, and (i) dated, in the case of (i) any Lender party hereto as of the date of this AgreementInitial Funding Date, such Note shall be dated as of the date of this AgreementInitial Funding Date, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and AssumptionAssumption or amendment or other modification to this Agreement, such Note shall be dated as of the effective date of the Assignment and Assumption, amendment or other modification, or (iii) in the case of any Additional Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each caseas applicable, payable to such Lender (or its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. The Swingline Loans made by the Swingline Lenders shall be evidenced by a promissory note of the Borrower in substantially the form of Exhibit A-2. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise)reason, the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note and so requests a new Note, on the effective date of such increase or decrease, a new Note payable to such Lender (or its registered assigns) in a principal amount equal to its Commitment Maximum Credit Amount, after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such LenderNote(s). Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its NoteNote(s).

Notes. Upon request of a Lender, the (a) The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower Borrowers substantially in substantially the form of Exhibit AA hereto (each, and (i) in a “Note”, collectively, the case of any Lender party hereto as of “Notes”), dated the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereof, payable to the order of such Lender in a principal amount equal to its the lesser of (i) the amount of the Commitment as in effect on of such date, Lender and (ii) the aggregate unpaid principal amount of all Loans made by such Lender and otherwise duly completed. In Each Lender shall have the event that any Lender’s Commitment increases or decreases right to have its Note subdivided, by exchange for any reason (whether pursuant to Section 2.06, Section 12.04(b) promissory notes of lesser denominations or otherwise). Simultaneously with the execution of its Note hereunder, each Lender shall return to the Borrower shall, upon request of such Lender, deliver or cause to be Borrowers the promissory note delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decreaseunder the Existing Loan Agreement, and otherwise duly completed, against return to the Borrower of the Note so replaced. which shall have been marked “cancelled”. (b) The date, amount, Type, amount and interest rate and, if applicable, Interest Period of each Loan made by each LenderLender to the Borrowers, including, without limitation, all Loans made under the Existing Loan Agreement, and all payments each payment made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of its Note, may be endorsed by such Lender on a the schedule attached to such its Note or any continuation thereof or on any separate record maintained by thereof; provided, that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule endorsement shall not affect the obligations of the Borrowers to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under its Note in respect of the Loans made by such Loans or affect the validity of such transfer by any Lender of its NoteLender.

Notes. Upon request of If requested by a Lender, the Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (e) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (iif) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, Assumption or (iiig) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Elected Commitment Amounts pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered delivered, to the extent such Lender is then holding a Note, on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completed, against completed and such Lender shall promptly return to the Borrower of the previously issued Note so replacedheld by such Lender. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender, the (a) The Facility A Loans made by such each Lender shall be evidenced by the Promissory Notes (Revolving Credit Loans) executed and delivered by the Borrower in connection with the Existing Credit Agreement. The Facility B Loans made by each Lender shall be evidenced by a single promissory note of the Borrower substantially in substantially the form of Exhibit A, and (i) in the case of any Lender party hereto as of dated the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each casehereof, payable to such Lender in a principal amount equal to the lesser of the aggregate amount of its Facility B Commitment as originally in effect on such date, and the outstanding principal balance of its Facility B Loans and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason . (whether pursuant to Section 2.06, Section 12.04(bb) or otherwise), the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Class, Type, interest rate and, and duration of Interest Period (if applicable, Interest Period ) of each Loan made by each LenderLender to the Borrower, and all payments each payment made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfertransfer of the Notes evidencing the Loans held by it, may be endorsed indorsed by such Lender on a the schedule attached to such Note Notes or any continuation thereof or on any separate record maintained by thereof; provided that the failure of such Lender. Failure Lender to make any such notation recordation or to attach a schedule indorsement shall not affect the obligations of the Borrower to make a payment when due of any Lender’s amount owing hereunder or the Borrower’s rights or obligations under such Notes in respect of such Loans Loans. (c) No Lender shall be entitled to have its Notes substituted or affect the validity exchanged for any reason, or subdivided for promissory notes of lesser denominations, except in connection with a permitted assignment of all or any portion of such transfer Lender's relevant Commitment, Loans and Notes pursuant to Section 12.06 (and, if requested by any Lender of its Lender, the Borrower agrees to so exchange any Note).

Notes. (a) Upon the request of a Lenderany Lender made through the Administrative Agent, the Revolving Loans made by such Lender shall be evidenced by a single promissory revolving note duly executed on behalf of the Borrower Borrowers, dated the Effective Date, in substantially the form of Exhibit A, and (i) in the case of any Lender party attached hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each caseExhibit B-1, payable to the order of such Lender in a an aggregate principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason Commitment. (whether pursuant to Section 2.06b) The Swingline Loans made by the Swingline Lender shall be evidenced by a swingline note duly executed on behalf of the Borrowers, Section 12.04(b) or otherwise)dated the Effective Date, in substantially the Borrower shall, upon request of such Lender, deliver or cause to be delivered on the effective date of such increase or decrease, a new Note form attached hereto as Exhibit B-2 payable to such the order of the Swingline Lender in a an aggregate principal amount equal to its Commitment after giving effect $10,000,000. (c) Each Note shall bear interest from the date thereof on the outstanding principal balance thereof as set forth in this ARTICLE II. Each Lender is hereby authorized by the Borrowers to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender endorse on a schedule attached to each Note delivered to such Lender (or on a continuation of such schedule attached to such Note and made a part thereof), or otherwise to record in such Lender’s internal records, an appropriate notation evidencing the date and amount of each Loan from such Lender, each payment and prepayment of principal of any such Loan, each payment of interest on any such Loan and the other information provided for on such schedule; provided, however, that the failure of any Lender to make such a notation or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule error therein shall not affect any the obligation of the Borrowers to repay the Loans made by such Lender in accordance with the terms of this Agreement and the applicable Notes. (d) Upon receipt of an affidavit of a Lender as to the loss, theft, destruction or mutilation of such Lender’s or the Borrower’s rights or obligations in respect Note and upon cancellation of such Loans or affect Note, the validity Borrowers will issue, in lieu thereof, a replacement Note in favor of such transfer by any Lender Lender, in the same principal amount thereof and otherwise of its Notelike tenor.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment Maximum Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment Maximum Credit Amount after giving effect to such increase or decrease, and otherwise duly completedcompleted (and the prior Note shall be destroyed or, against return upon request of the Borrower, returned to the Borrower of with an indication that the Note so replacedsame has been discharged). The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of a the Borrower to such Lender resulting from each Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. The Administrative Agent shall maintain accounts in which it shall record (i) the amount of each Loan made hereunder, the Type thereof and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for the account of the Lenders and each Lender’s share thereof. The entries made in the accounts maintained pursuant to this Section 2.02(d) shall be prima facie evidence of the existence and amounts of the obligations recorded therein; provided that the failure of any Lender or the Administrative Agent to maintain such accounts or any error therein shall not in any manner affect the obligation of the Borrower to repay the Loans in accordance with the terms of this Agreement. Any Lender may request that Loans made by such Lender shall it be evidenced by a single promissory note of Note. In such event, the Borrower shall prepare, execute and deliver to such Lender a Note payable to such Lender and substantially in substantially the form of Exhibit AA dated, and (i) in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, Agreement or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, date and otherwise duly completed. Thereafter, the Loans evidenced by such Note and interest thereon shall at all times (including after assignment pursuant to Section 12.04) be represented by one or more Notes in such form payable to the payee named therein (or, if such Note is a registered note, to such payee and its registered assigns). In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of If requested by a Lender, the Loans Term Loan and Revolving Loans, as applicable, made by such Lender shall be evidenced by a single promissory note Term Loan Note or Revolving Credit Note, as applicable, of the Borrower in substantially the form of Exhibit AA-1 and Exhibit A-2, and (i) respectively, in each case dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, or (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender or its registered assigns in a principal amount equal to the principal amount of the Term Loan held by such Term Lender or its Commitment Maximum Revolving Credit Amount, as applicable, as in effect on such date, and otherwise duly completed. In the event that any Revolving Credit Lender’s Commitment Maximum Revolving Credit Amount increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Revolving Credit Lender, deliver or cause to be delivered delivered, to the extent such Revolving Credit Lender is then holding a Revolving Credit Note, on the effective date of such increase or decrease, a new Note Revolving Credit Note, payable to such Revolving Credit Lender or its registered assigns in a principal amount equal to its Commitment Maximum Revolving Credit Amount after giving effect to such increase or decrease, and otherwise duly completed. In the event any Term Lender’s share of the outstanding Term Loans increases for any reason (whether pursuant to Section 12.04(b) or otherwise), against return the Borrower shall, upon request of such Term Lender, deliver or cause to be delivered, to the Borrower extent such Term Lender is then holding a Term Loan Note, on the effective date of the such increase, a new Term Loan Note so replacedpayable to such Term Lender or its registered assigns in a principal amount equal to its outstanding Term Loans as of such date. The date, amount, Type, interest rate and, if applicable, Interest Period of each Term Loan and Revolving Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Term Loan Note and Revolving Credit Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lenderas applicable. Failure to make any such notation or to attach a schedule recordation shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such any transfer by any Lender of its Term Loan Note and/or Revolving Credit Note.

Notes. Upon request of a Lender, the The Loans made by such each Lender shall be evidenced by a ----- single promissory note of the Borrower in substantially the form of Exhibit A, and (i) dated, in the case of (i) any Lender party hereto as of the date of this Agreement, such Note shall be dated as of the date of this Agreement, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the Assignment assignment and Assumptionassumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Aggregate Commitment pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to the order of such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s 's Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise), the Borrower shall, upon request of such Lender, shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to the order of such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s 's or the Borrower’s 's rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.

Notes. Upon request of a Lender(a) Subject to the terms and conditions hereof, the Loans made Company agrees to issue to each Purchaser, and such Purchaser agrees to purchase from the Company, a Convertible Promissory Note in the form attached hereto as Exhibit A (each, a “Note”) in the principal amount set forth opposite such Purchaser’s name on Schedule A. (b) The outstanding principal amount of each Note shall accrue interest until paid in full at a simple interest rate equal to 10% per annum (the “Interest Rate”). In no event shall the Interest Rate exceed the maximum amount permitted by such Lender applicable law. Interest shall be evidenced computed on a 365-day year for the actual number of days elapsed. (c) Unless converted as provided in Section 3 below, all unpaid principal under each Note, including all accrued and unpaid interest thereon, shall be due and payable in full by a single promissory note the Company on the first anniversary of the Borrower date hereof (the “Maturity Date”); provided that in substantially the form event of Exhibit A, and either (i) a Qualified Offering (as defined below) or (ii) a Change of Control Transaction (as defined in the case Section 2(c)(i) of any Lender party hereto as Article IV(B) of the date Company’s Restated Certificate of this AgreementIncorporation, as amended and in effect from time to time (the “Restated Certificate”)), such Note shall be dated as due and payable in full on the 30th calendar day (or, if such day is not a business day, the first business day thereafter) after the closing date of the date Qualified Offering or Change of Control Transaction, as the case may be. (d) For purposes of this Agreement, (ii) a “Qualified Offering” means the sale by the Company of its Common Stock in the case of any Lender that becomes a party hereto firm commitment underwritten public offering pursuant to an Assignment and Assumption, such Note shall be dated as a registration statement under the Securities Act of the effective date of the Assignment and Assumption, or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment pursuant to Section 2.06(c)1933, as of amended (the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b) or otherwise“Securities Act”), the Borrower shallpublic offering price of which is not less than $7.50 per share (appropriately adjusted for any stock split, upon request of such Lenderdividend, deliver combination or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender other recapitalization) and which results in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return aggregate cash proceeds to the Borrower Company of at least $20,000,000. Notwithstanding anything to the contrary contained herein, the parties agree that, for all purposes of this Agreement, effective immediately prior to the consummation of a public offering, the foregoing definition of “Qualified Offering” shall be amended automatically, without any further action or consent from any party hereto, to conform such definition to the definition contained in Section 3(b)(i) of Article IV(B) of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations Restated Certificate as then in respect of such Loans or affect the validity of such transfer by any Lender of its Noteeffect.

Notes. Upon Any Lender may request of a Lender, that the Loans made by such Lender shall be evidenced by a single promissory note of the Borrower in substantially the form of Exhibit ANote dated, and (i) in the case of (i) any Lender party hereto as of the date of this AgreementInitial Availability Date, such Note shall be dated as of the date of this AgreementInitial Availability Date, (ii) in the case of any Lender that becomes a party hereto pursuant to an Assignment and Assumption, such Note shall be dated as of the effective date of the such Assignment and Assumption, Assumption or (iii) in the case of any Lender that becomes a party hereto in connection with an increase in the Total Commitment Aggregate Commitments pursuant to Section 2.06(c), as of the effective date of such increase, in each case, payable to such Lender in a principal amount equal to its Commitment as in effect on such date, and otherwise duly completed. In the event that any Lender’s Commitment increases or decreases for any reason (whether pursuant to Section 2.06, Section 12.04(b12.04(c) or otherwise), at the Borrower shall, upon request of such Lender, the Borrower shall deliver or cause to be delivered on the effective date of such increase or decrease, a new Note payable to such Lender in a principal amount equal to its Commitment after giving effect to such increase or decrease, and otherwise duly completed, against return to the Borrower of the Note so replaced. The date, amount, Type, interest rate and, if applicable, Interest Period of each Loan made by each Lender, Lender and all payments made on account of the principal thereof, shall be recorded by such Lender on its books for its Note, and, prior to any transfer, may be endorsed recorded by such Lender on a schedule attached to such Note or any continuation thereof or on any separate record maintained by such Lender. Failure to make any such notation or to attach a schedule shall not affect any Lender’s or the Borrower’s rights or obligations in respect of such Loans or affect the validity of such transfer by any Lender of its Note.