Common use of Procedure for Borrowing Clause in Contracts

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each US Borrowing of US Revolving Loans shall be made upon the US Borrower Representative's ’s irrevocable written notice delivered to the Administrative Agent in the form of a notice of borrowing in the form attached hereto as Exhibit D ("“Notice of Borrowing"”), which must be received by the Administrative Agent prior to (i) 12:00 noon 11:00 a.m. (Chicago, Illinois California time) three US Business Days prior to the requested Funding Date, in the case of US LIBOR Rate Revolving Loans and (ii) 11:00 a.m. (Chicago, Illinois California time) on the requested Funding Date, in the case of US Base Rate Revolving Loans, specifying: (A) the amount of the US Borrowing, which in the case of a US LIBOR Rate Revolving Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a US Business Day; (C) whether the US Revolving Loans requested are to be US Base Rate Revolving Loans or US LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a US Base Rate Revolving Loan);; and (D) the duration of the Interest Period for any requested US LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the US Borrowing to be made on the Closing Date, such Borrowings US Borrowing will initially consist of US Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the US Borrower Representative may give the Administrative Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account of the US Borrowers on or before the deadline set forth above. The Administrative Agent at all times shall be entitled to rely on such telephonic notice in making such US Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower US Borrowers shall have no right to request a US LIBOR Rate Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), ) delivered to the Lender (which notice must be received by the Agent Lender (1) prior to 10:30 a.m. (i) 12:00 noon (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii2) 11:00 no later than 10:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Reference Rate Revolving Loans), specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Reference Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed or a request for a Base Rate Revolving Loan);combination thereof; and (D) the duration of the Interest Period for if all or part of the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, it such Interest Period shall be deemed a request for an Interest Period of one month)three months; provided, however, that with respect to any Borrowing the Borrowings to be made on the Closing Date, such Borrowings will initially consist of Base Reference Rate Revolving Loans only. (ii) After giving effect to any Borrowing, there may not be more than two (2) In different Interest Periods in effect. (iii) With respect to any request for Reference Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, Borrowing the Borrower Representative may give the Agent Lender telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The Agent at all times giving of such notice but Lender shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's Agent’s delivery to Agent of an irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) three two Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. noon (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,500,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans Loan requested are is to be a Base Rate Revolving Loans Loan or a LIBOR Revolving Loans Loan (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for a LIBOR Revolving Loans Loan (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings Borrowing will initially consist of a Base Rate Revolving Loans Loan only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative (I) a Responsible Officer may give the Agent telephonic notice of such Borrowing request for advances to a Designated Account on or before the Designated Account(s). The deadline set forth in clause (1) above and the Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received, (II) whenever a presentment for payment is made against a Designated Account in an amount greater than the then available balance therein, such presentment shall be deemed to be a request for a Base Rate Loan on the date of such presentment in an amount equal to the excess of such check or other payment item over the available balance therein, or (III) the Borrower shall be deemed irrevocably to have requested a Revolving Loan (without any requirement for submission of a Notice of Borrowing) as and to the extent provided in Section 3.8. (3) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's LS&Co’s irrevocable written notice (including any electronic medium) delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Pacific time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii) 11:00 9:00 a.m. (Chicago, Illinois Pacific time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the Borrower; (B) the amount of the Borrowing, which in the case of a LIBOR Rate Revolving Loan must equal or exceed $5,000,000 10,000,000 (and increments of $1,000,000 in excess of such amount); (BC) the requested Funding Date, which must be a Business Day; (CD) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Rate Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (DE) the duration of the Interest Period for LIBOR Rate Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative LS&Co may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Without limiting the provisions of Sections 8.2 and 9.2, LS&Co shall have no right to request a LIBOR Rate Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing of Revolving Loans shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of BorrowingNOTICE OF BORROWING"), which must be received by the Agent prior to (i) prior to 12:00 noon (ChicagoDallas, Illinois Texas time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) no later than 11:00 a.m. (ChicagoDallas, Illinois Texas time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 500,000 (and increments of $1,000,000 100,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Rate Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Rate Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing the Borrowings to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request by the required time for advances to the Designated Account(s)Account. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representativea Borrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing (a "Notice of Borrowing"), ) which must be received by the Agent prior to 11:00 a.m. (i) 12:00 noon (ChicagoDallas, Illinois Texas time) (y) three (3) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiz) no later than 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the BorrowingBorrowing (which, which in the case of if a LIBOR Rate Loan must equal Revolving Loan, shall be in an amount that is not less than $500,000 or exceed $5,000,000 (and increments that is in an integral multiple of $1,000,000 100,000 in excess of such amountthereof); (B) the requested Funding Date, which must shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);Loans; and (D) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing DateDate (if any), such Borrowings Borrowing will initially consist of Base Rate Revolving Loans onlyLoans. (2ii) In With respect to any request for Base Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, the Borrowing a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The giving of such notice but the Agent at all times shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing substantially in the form attached hereto as Exhibit D ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois California time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 10:00 a.m. (Chicago, Illinois California time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan until the Agent has determined that the primary syndication has been completed or while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois New York time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois New York time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (or the then unused portion of the Commitments, if less) (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Representative shall have no right to request a LIBOR Rate Loan while a Default or an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Chicago time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois Chicago time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 100,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), substantially in the form of EXHIBIT D attached hereto and made a part hereof, together with a Borrowing Base Certificate reflecting sufficient Availability, (which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois time) (A) three (3) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiB) 11:00 a.m. (Chicago, Illinois time) no later than 12:00 noon on the requested Funding Date, in the case of Base Rate Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B2) the requested Funding Date, which must shall be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);Loans; and (D4) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In With respect to any request for Base Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, Borrowing the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing including facsimile writing within 24 hours of the Designated Account(s). The giving of such notice but the Agent at all times shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeAdministrative Borrower's irrevocable written notice delivered delivered, on behalf of the Borrowers, to the Agent in the form of a notice of borrowing in the form attached hereto as EXHIBIT D ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three (3) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); providedPROVIDED, howeverHOWEVER, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative Administrative Borrower, on behalf of the Borrowers, may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's ’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Chicago time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Eurodollar Revolving Loans and (ii) 11:00 a.m. (Chicago, Illinois Chicago time) on the requested Funding Date, in the case of Base Rate CBFR Revolving Loans, specifying: (A) the amount of the Borrowing, which in the case Borrowing of a LIBOR Rate Eurodollar Revolving Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate CBFR Revolving Loans or LIBOR Eurodollar Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate CBFR Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Eurodollar Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate CBFR Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Representative shall have no right to request a LIBOR Rate Eurodollar Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representativea Borrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of BorrowingNOTICE OF BORROWING"), which must be received by the Agent prior to (i) 12:00 noon 10:00 a.m. (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 10:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B2) the requested Funding Date, which must be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D4) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); providedPROVIDED, howeverHOWEVER, that with respect to any Borrowing the Borrowings to be made on the Closing Initial Funding Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to its Designated Account on or before the Designated Account(s)deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representative's Borrowers’ irrevocable written notice delivered to the Agent Lender in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent Lender prior to (i) 12:00 noon (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) A. the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 100,000 in excess of such amount); (B) B. the requested Funding Date, which must be a Business Day; (C) C. whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) D. the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the Borrower Representative Borrowers may give the Agent Lender telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent Lender at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (iA) 12:00 noon (Chicago, Illinois Eastern time) three (3) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiB) 11:00 a.m. 12:00 noon (Chicago, Illinois Eastern time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B2) the requested Funding Date, which must be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D4) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuingoccurred.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice or by facsimile transmission delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,500,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); and (E) whether the proceeds of such Borrowing are to be deposited to a Designated Account or sent by wire transfer to a third party, in which case the Borrower shall provide the Agent with wire transfer instructions satisfactory to the Agent; provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative (I) a Responsible Officer may give the Agent telephonic notice of such Borrowing request for advances to a Designated Account on or before the Designated Account(s). The deadline set forth in clause (i) above and the Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received, or (II) whenever a presentment or request for payment is made against a Designated Account in an amount greater than the then available balance therein, such presentment or request shall be deemed to be a request for a Base Rate Revolving Loan on the date of such presentment in an amount equal to the excess of such check or other presented payment item over the available balance therein. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice Notice of borrowing Borrowing substantially in the form of Exhibit B (each, a "Notice of Borrowing"), ) (which must be received by the Agent prior to 10:00 a.m. (Pacific time) (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii) 11:00 no later than 10:00 a.m. (Chicago, Illinois Pacific time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the amount of the Borrowing, Borrowing (which shall be in the case of a LIBOR Rate Loan must equal an amount not less than $2,000,000 or exceed $5,000,000 (and increments that is in an integral multiple of $1,000,000 in excess thereof in the case of such amountLIBOR Revolving Loans); (B) the requested Funding Date, which must shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);Loans; and (D) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Initial Funding Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In With respect to any request for Base Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, Borrowing the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The giving of such notice but the Agent at all times shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to 11:00 a.m. (Chicago time) (i) 12:00 noon three (Chicago, Illinois time3) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) no later than 11:00 a.m. (Chicago, Illinois Chicago time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 250,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving LoanLoans);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request by the required time for advances to the Designated Account(s)Account. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan Loans while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representative's a Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (ix) 12:00 noon (ChicagoNew York, Illinois New York time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiy) 11:00 a.m. (ChicagoNew York, Illinois New York time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 3,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The No Borrower shall have no the right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing. (iv) Notwithstanding any language to the contrary in this Section, each Borrowing that is to be an Ex-Im Bank Revolving Loan must be requested in writing on the form of borrowing notice attached hereto as Exhibit D-1 and must be delivered to the Agent’s Export Finance Department at the address set forth in Section 14.8 hereof.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's by an irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")request by an Authorized Person, which must be received by the Agent prior to specifying (i) 12:00 noon the amount of such Borrowing, (Chicagoii) whether such Borrowing is to be a Swing Loan, Illinois time(iii) three Business Days prior if such Borrowing is not to be a Swing Loan, whether such Borrowing is to be a LIBOR Rate Loan (including the Interest Period applicable thereto) or a Base Rate Loan, and (iv) the requested Funding Date, delivered to Agent (A), with respect to Borrowings other than Borrowings described in the case of LIBOR Rate Loans and subpart (iiB) 11:00 below, no later than 10:00 a.m. (ChicagoCalifornia time) on the Business Day prior to the date that is the requested Funding Date or (B), Illinois with respect to Borrowings for which Borrower has requested a Swing Loan in an amount of $3,000,000 or less, no later than 10:00 a.m. (California time) on the requested Funding Date. At Agent's election, in lieu of delivering the case above-described written request, any Authorized Person may give Agent telephonic notice of Base Rate Loanssuch request by the required time. In such circumstances, specifying: (A) the amount Borrower agrees that any such telephonic notice will be confirmed in writing within 24 hours of the giving of such notice and the failure to provide such written confirmation shall not affect the validity of the request. If Swing Lender declines in its sole discretion to make a Swing Loan pursuant to Section 2.3(d), the terms of Section 2.3(c) shall apply to such requested Borrowing, which in the case of and any request for a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (BBorrowing given pursuant to Section 2.3(a)(ii)(B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (DBorrowing given pursuant to Section 2.3(a)(ii)(A) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, date on which such Borrowings will initially consist of Base Rate Revolving Loans onlyrequest was delivered to Agent. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's Borrowers' irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Los Angeles time) three 3 Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 10:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing the -------- ------- Borrowings to be made on the Closing Initial Funding Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Administrative Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Borrowers shall not have no a right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Administrative Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Administrative Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three two (2) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing the Borrowings to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans onlyor LIBOR Revolving Loans, as the case may be, with respect to loans outstanding on such date under the Prior Agreement. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Administrative Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Administrative Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1a) Each Borrowing of a Revolving Loan shall be made upon the Borrower Representative's ’s irrevocable (subject to Section 10.5) written notice delivered to the Agent substantially in the form of a notice of borrowing ("Notice of Borrowing")Borrowing or in a writing in any other form acceptable to Agent, which notice must be received by the Agent prior to 1:00 p.m. (New York time) (i) 12:00 noon on the date which is three (Chicago, Illinois time3) three Business Days prior to the requested Funding Date, Borrowing date in the case of each LIBOR Rate Loans and Loan, (ii) 11:00 a.m. on the date which is one (Chicago, Illinois time1) Business Day prior to the requested Borrowing date of each Base Rate Loan equal to or less than $50,000,000 but more than $25,000,000 and (iii) on the requested Funding Date, Borrowing date in the case of each Base Rate Loans, specifyingLoan equal to or less than $25,000,000. Such Notice of Borrowing shall specify and certify: (Ai) the amount of the BorrowingBorrowing (which shall be with respect to a Revolving Loan, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments an aggregate minimum principal amount of $1,000,000 in excess of such amount100,000); (Bii) the requested Funding DateBorrowing date, which must shall be a Business Day; (Ciii) whether the Revolving Loans requested are Borrowing is to be comprised of LIBOR Rate Loans or Base Rate Revolving Loans or Loans; and (iv) if the Borrowing is to be LIBOR Revolving Loans Rate Loans, the Interest Period applicable to such Loans; (and if not specifiedb) If no election as to the Type of Borrowing is specified in any such notice, it then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period with respect to any LIBOR Borrowing is specified in any such notice, then the Borrower shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for to have selected an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist ’s duration. Upon receipt of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice will promptly notify each Lender of such Notice of Borrowing request for advances to and of the Designated Account(s). The Agent at all times shall be entitled to rely on amount of such telephonic notice in making such Lender’s Revolving Loans, regardless Commitment Percentage of whether any written confirmation is receivedthe Borrowing of a Revolving Loan. (3c) The Unless Agent is otherwise directed in writing by Borrower shall have no right Representative, the proceeds of each requested Borrowing after the Closing Date will be made available to request a LIBOR Rate Loan while an Event Borrowers by Agent by wire transfer of Default has occurred and is continuingsuch amount to Borrowers pursuant to the wire transfer instructions specified on the signature page hereto.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), ) together with a Borrowing Base Certificate reflecting sufficient Availability and compliance with clauses (y) and (z) of Section 2.2(a) above (which must be received by the Agent prior to 11:00 a.m. (i) 12:00 noon (Chicago, Illinois Chicago time) (A) three (3) Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiB) no later than 11:00 a.m. (Chicago, Illinois Chicago time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B2) the requested Funding Date, which must shall be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);Loans; and (D4) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In With respect to any request for Base Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, Borrowing the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The giving of such notice but the Agent at all times shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")Borrowing together with a Borrowing Base Certificate reflecting sufficient Availability, which must be received by the Agent (x) prior to 11:00 a.m. (i) 12:00 noon (Chicago, Illinois New York time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (iiy) 11:00 a.m. no later than 12:00 noon (Chicago, Illinois New York time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B2) the requested Funding Date, which must shall be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);Loans; and (D4) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, it such Interest Period shall be deemed a request for an Interest Period of one month)three months; provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In After giving effect to any Borrowing, there may not be more than six different Interest Periods in effect. (3) With respect to any request for Base Rate Revolving Loans, in lieu of delivering a the above-described Notice of Borrowing, Borrowing the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The giving of such notice but Agent at all times shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing by U.S. Borrowers shall be made upon the Borrower Loan Party Representative's ’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“U.S. Notice of Borrowing")”) in the form of Exhibit D-2 attached hereto and made a part hereof, which must be received by the Agent prior to (i) 12:00 noon 2:00 p.m. (Chicago, Illinois Toronto time) three (3) Business Days prior to the requested Funding Date (or such shorter notice time of which the Agent has notified the Loan Party Representative), in the case of LIBOR Revolving Loans and (ii) 1:00 p.m. (Toronto time) one (1) Business Day prior to the requested Funding Date, in the case of LIBOR U.S. Prime Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the amount of the Borrowing, which in the case of either a LIBOR Revolving Loan or a U.S. Prime Rate Loan Revolving Loan, each must equal or exceed $5,000,000 U.S.$1,000,000 (and increments of $1,000,000 U.S.$100,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the U.S. Revolving Loans requested are to be Base U.S. Prime Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base U.S. Prime Rate Revolving Loan);; and (D) the duration of the LIBOR Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an a LIBOR Interest Period of one month); provided, however, that with respect ; (ii) After giving effect to any Borrowing Borrowing, any continuation, or any conversion, and subject to Section 1.2(b)(iii), there may not be made on the Closing Date, such Borrowings will initially consist of Base Rate more than five (5) different LIBOR Interest Periods in effect for LIBOR Revolving Loans onlyto the U.S. Borrowers. (2iii) In lieu of delivering a Notice of Borrowing, the Borrower Loan Party Representative may give the Agent telephonic or electronic notice of such Borrowing request for advances to the U.S. Designated Account(s)Account for U.S. Borrowers on or before the deadline set forth above, such notice shall be confirmed in writing on the same day, by delivery to Agent of a U.S. Notice of Borrowing confirming the same. The Agent at all times shall be entitled to rely on such telephonic or electronic notice in making such U.S. Revolving Loans, regardless of whether any written confirmation is received. (3iv) The Without the consent of the Required Lenders, no U.S. Borrower shall have no the right to request a LIBOR Rate Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's by an irrevocable written notice request by an Authorized Person delivered to Agent (the Agent in the form of “Borrowing Notice”). With respect to Borrowings constituting Advances, unless Swing Lender is not obligated to make a notice of borrowing ("Notice of Borrowing"Swing Loan pursuant to Section 2.3(b), which such Borrowing Notice must be received by Agent no later than 10:00 a.m. (California time) on the Business Day that is the requested Funding Date; provided, however, that if Swing Lender is not obligated to make a Swing Loan as to a requested Borrowing constituting and Advance, such Borrowing Notice must be received by Agent no later than 10:00 a.m. (California time) on the Business Day prior to the date that is the requested Funding Date. With respect to Borrowings constituting Term Loan Draws, the Borrowing Notice must be received by Agent no later than 10:00 a.m. (i) 12:00 noon (Chicago, Illinois California time) three on the Business Days Day that is 10 days prior to the requested Funding Date. Every Borrowing Notice must specify: (i) the type of Borrowing (Advances or Term Loan Draw), in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the such Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 and (and increments of $1,000,000 in excess of such amount); (Biii) the requested Funding Date, which must shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified. At Agent’s election, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that solely with respect to any Borrowing to be made on the Closing DateBorrowings constituting Advances, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In in lieu of delivering a Notice of Borrowingthe Borrowing Notice, the Borrower Representative any Authorized Person may give the Agent telephonic notice of such Borrowing request for advances to by the Designated Account(s)required time. The Agent at all times shall be entitled to rely on In such circumstances, Borrowers agree that any such telephonic notice in making will be confirmed with a Borrowing Notice within 24 hours of the giving of such Revolving Loanstelephonic notice, regardless but the failure to provide such Borrowing Notice as confirmation shall not affect the validity of whether any written confirmation is receivedthe request. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent Lender in the form of a notice of borrowing ("Notice of Borrowing")) substantially in the form of EXHIBIT C, which must be received by the Agent Lender prior to (i) 12:00 noon (ChicagoPasadena, Illinois California time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoPasadena, Illinois California time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent Lender telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent Lender at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 10:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Initial Funding Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each US Borrowing of US Revolving Loans shall be made upon the US Borrower Representative's ’s irrevocable written notice delivered to the Administrative Agent in the form of a notice of borrowing in the form attached hereto as Exhibit D ("“Notice of Borrowing")”) or via the Administrative Agent’s online system, which must be received by the Administrative Agent prior to (i) 12:00 noon 2:00 p.m. (Chicago, Illinois New York time) three US Business Days prior to the requested Funding Date, in the case of US LIBOR Rate Loans and Revolving Loans, (ii) 11:00 a.m. 2:00 p.m. (Chicago, Illinois New York time) on the requested Funding Date, in the case of US Base Rate LoansRevolving Loans made pursuant to clause (h) below and (iii) 11:00 a.m. (New York time) on the requested Funding Date, in the case of US Base Rate Revolving Loans (other than those made pursuant to clause (h) below), specifying, in each case: (A) the amount of the US Borrowing, which in the case of a US LIBOR Rate Revolving Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a US Business Day; (C) whether the US Revolving Loans requested are to be US Base Rate Revolving Loans or US LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a US Base Rate Revolving Loan);; and (D) the duration of the Interest Period for any requested US LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the US Borrowing to be made on the Closing Date, such Borrowings US Borrowing will initially consist of US Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received[Intentionally deleted]. (3) The Borrower US Borrowers shall have no right to request a US LIBOR Rate Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing of Revolving Loans shall be made upon the Borrower Representativea Borrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), ) delivered to the Lender which notice must be received by the Agent prior to Lender (iA) 12:00 noon not later than 11:00 a.m. (ChicagoLos Angeles, Illinois California time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans Loans, and (iiB) 11:00 no later than 10:00 a.m. (ChicagoLos Angeles, Illinois California time) on the requested Funding Date, in the case of Base Reference Rate Loans, specifying: (Aii) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (Biii) the requested Funding Date, which must shall be a Business Day; (Civ) in the case of A/R Loans, whether the Revolving Loans requested are to be Base Reference Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan)Loans; (Dv) the duration of the Interest Period for LIBOR if the requested Revolving Loans (and if not specifiedare to be LIBOR Rate Loans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, it such Interest Period shall be deemed a request for an Interest Period of one month)three months; provided, however, that with respect to any Borrowing the Borrowings to be made on the Closing Date, such Borrowings will initially consist of Base Reference Rate Revolving Loans only; and (vi) which Borrower will make the Borrowing. (2vii) In after giving effect to any Borrowing, the Borrowers collectively may not have more than three different Interest Periods in effect. (viii) with respect to any request for Reference Rate Loans, in lieu of delivering a the above-described Notice of Borrowing, the Borrowing a Borrower Representative may give the Agent Lender telephonic notice of such Borrowing request for advances by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the Designated Account(s). The Agent at all times giving of such notice but Lender shall be entitled to rely on such the telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall Subject to the conditions set forth in this Agreement, Company may make a borrowing hereunder on any one Business Day during the period from the date hereof to and including January 31, 1999. Only one borrowing may be made upon the Borrower Representative's under this Agreement. Company shall give Agent irrevocable written notice delivered to the Agent in the form of a (which notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago2:00 p.m., Illinois time) three New York time two Business Days prior to the requested Funding Borrowing Date), specifying (a) the amount to be borrowed and (b) the requested Borrowing Date. Upon receipt of any such notice from Company, Agent shall promptly (and in any event on the same Business Day) notify each Lender thereof. The notice of a request for borrowing by Company shall be accompanied by a certificate of a Responsible Officer of Company (a) representing and warranting that the purpose for which the requested borrowing is to be used is permitted by, and is in accordance with, the terms and conditions of this Agreement, and (b) representing and warranting that the aggregate principal amount of the Loans outstanding as of the requested Borrowing Date, shall not exceed the Maximum Permissible Loan. Each Lender shall make the amount of its Pro Rata Share of the borrowing available to Agent for the account of Company at the office of Agent specified on the signature pages hereof prior to 10:00 a.m., New York time, on the requested Borrowing Date in funds immediately available to Agent. Such borrowing will then be made available to Company by Agent by paying to such deposit account as Company may designate in the notice of such Borrowing the aggregate of the amounts made available to Agent by Lenders and in like funds as received by Agent; PROVIDED, HOWEVER, that if Agent or any Lender determines that any condition precedent to such borrowing has not been met (and, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing DateLender, such Borrowings will initially consist of Base Rate Revolving Loans onlyLender has so notified Agent), Agent shall not make such borrowing available to Company. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representative's a Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (ix) 12:00 noon (ChicagoNew York, Illinois New York time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiy) 11:00 a.m. 1:00 p.m. (ChicagoNew York, Illinois New York time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 3,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month30 days); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic or internet electronic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic or internet electronic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The No Borrower shall have no the right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing. (iv) Notwithstanding any language to the contrary in this Section, each Borrowing that is to be an Ex-Im Bank Revolving Loan must be requested in writing on the form of borrowing notice attached hereto as Exhibit D-1 and must be delivered to the Agent’s Export Finance Department at the address set forth in Section 14.8 hereof.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois Chicago time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Eurodollar Revolving Loans and (ii) 11:00 a.m. (Chicago, Illinois Chicago time) on the requested Funding Date, in the case of Alternate Base Rate Revolving Loans, specifying: (A) the amount of the Borrowing, which in the case Borrowing of a LIBOR Rate Eurodollar Revolving Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Alternate Base Rate Revolving Loans or LIBOR Eurodollar Revolving Loans (and if not specified, it shall be deemed a request for a an Alternate Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Eurodollar Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Alternate Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Eurodollar Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon Whenever the Borrower Representative's irrevocable written desires an Advance under the Commitment, it shall give Agent telegraphic, telex, facsimile or telephonic notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")) of such requested Advance, which must in the case of telephonic notice, shall be promptly confirmed in writing. Each Notice of Borrowing shall be in the form of Exhibit "A" attached hereto and shall be received by the Agent prior to not later than 11:00 a.m. Dallas, Texas time, on (i) 12:00 noon the Borrowing Date in the case of the Base Rate Loan, or (Chicago, Illinois timeii) three Business Days prior to the requested Funding Date, any proposed Borrowing Date in the case of LIBOR Loans. Each Notice of Borrowing shall specify (i) the Borrowing Date (which shall be a Business Day), (ii) the principal amount to be borrowed, (iii) the portion of the Advance constituting Base Rate Loans and/or LIBOR Loans and (iiiv) 11:00 a.m. if any portion of the proposed Advance is to constitute LIBOR Loans, the initial Interest Period selected by Borrower pursuant to Section 4 hereof to be applicable thereto. Upon receipt of such Notice, Agent shall advise each Lender thereof; provided, that if the Lenders have received at least one (Chicago, Illinois time1) on the requested Funding Date, in the case day's notice of such Advance prior to funding of a Base Rate LoansLoan , specifying: or at least three (A3) the amount days' notice of the Borrowing, which each Advance prior to funding in the case of a LIBOR Rate Loan must equal or Loan, each Lender shall provide Agent at its office at 1717 Main Street, Dallas, Texas 75201, not later than 1:00 p.▇., ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ Date, in immediately available funds, its pro rata share of the requested Advance, but the aggregate of all such fundings by each Lender shall never exceed $5,000,000 (and increments of $1,000,000 such Lender's Commitment. Not later than 2:00 p.m., Dallas, Texas time, on the Borrowing Date, Agent shall make available to the Borrower at the same office, in excess like funds, the aggregate amount of such amountrequested Advance. Neither Agent nor any Lender shall incur any liability to the Borrower in acting upon any Notice of Borrowing referred to above which Agent or such Lender believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of Borrower or for otherwise acting in good faith under this Section 2(b); (B) the requested Funding Date. Upon funding of Advances by Lenders and such funds being made available to Borrower in accordance with this Agreement, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect pursuant to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of BorrowingNotice, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuingeffected Advances hereunder.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's a Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing substantially in the form of Exhibit C ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above via telephone or electronic communications in a format acceptable to the Agent. The Agent at all times shall be entitled to rely on such telephonic or electronic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Whenever checks are presented to the Bank for payment against any account of an Obligor maintained with the Bank in an amount greater than the then available balance in such accounts, then the Agent may, at its option, treat such presentation as a deemed request for a Base Rate Loan on the date of such presentation in an amount equal to the excess of such checks over such available balances, and such request shall be irrevocable. (4) At the election of the Agent or the Required Lenders, the Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Except as provided in Section 3.02(2), each Borrowing shall be made upon on the number of days prior notice specified in SCHEDULE 4, given not later than 11:00 a.m. (Toronto time) by the applicable Borrower Representative's irrevocable written notice delivered to the Agent Agent. Each notice of a Borrowing (a “Borrowing Notice”) shall be in substantially the form of a notice of borrowing ("Notice of Borrowing")SCHEDULE 1, which must shall be received by irrevocable and binding on the Agent prior to applicable Borrower and shall specify (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Datedate of the Borrowing; (ii) the Type of Advance requested; (iii) the aggregate amount of the Borrowing; and (iv) in the case of a SOFR Loan, whether the Advance will bear interest at Daily Simple SOFR or Adjusted Term SOFR, and, in the case of LIBOR Rate Loans any SOFR Loan or any CDOR Loan, the initial Interest Period. Upon receipt by the Agent of funds from the applicable Lenders and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount fulfilment of the Borrowingapplicable conditions set forth in Article 6, which the Agent will make such funds available to the applicable Borrower in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that accordance with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans onlyArticle 2. (2) In lieu of delivering Each Swingline Advance (i) may be made on the same day’s telephone request (followed by notification via a Notice of BorrowingBorrowing Notice) made on or before 11:00 a.m. (Toronto time) on such day and in such amount, as requested by the applicable Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times Swingline Lender, providing the same information to the Swingline Lender as would be contained in a Borrowing Notice (which shall be entitled deemed to rely on have been so provided); or (ii) shall be made by the Swingline Lender, without notice from or to the Borrowers, in respect of any overdraft in any one or more of the accounts of the Borrowers with the Swingline Lender by deposit to such telephonic notice account of an amount equal to such overdraft. All payments of principal and interest with respect to a Swingline Advance shall be made by the Borrowers, as applicable, directly to the Swingline Lender, and the Swingline Lender is hereby irrevocably authorized and directed to debit any bank account maintained by the Borrowers with the Swingline Lender in making order to effect such Revolving Loans, regardless of whether any written confirmation is receivedpayment. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representative's Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing. (iv) The Borrower has requested and the Agent may, in its discretion from time to time as a business accommodation to the Borrower, automatically fund the Designated Account of the Borrower to permit payment of items drawn on such account for which there are not sufficient funds by making Loans in amounts and upon notices not in accordance with the borrowing procedures contained in this Section 1.2(b) and such Borrowings shall be deemed made in accordance with and not as a violation of the requirements of this Section 1.2(b).

Procedure for Borrowing. (1i) Each Subject to Section 1.1, each Borrowing shall be made upon the Borrower Representative's a Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon 10:00 a.m. (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 10:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A1) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B2) the requested Funding Date, which must be a Business Day; (C3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D4) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to its Designated Account on or before the Designated Account(s)deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeAdministrative Borrower's irrevocable written notice delivered to the Agent Agent's London office, in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent Agent's London office prior to (iA) 12:00 noon (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (iiB) 11:00 10:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Initial Funding Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Administrative Borrower Representative may give the Agent Agent's London office telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's a Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing substantially in the form of Exhibit C ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (ChicagoAtlanta, Illinois Georgia time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Whenever checks are presented to the Bank for payment against any account of an Obligor maintained with the Bank in an amount greater than the then available balance in such accounts, then the Agent may, at its option, treat such presentation as a deemed request for a Base Rate Loan on the date of such presentation in an amount equal to the excess of such checks over such available balances, and such request shall be irrevocable. (4) At the election of the Agent or the Required Lenders, the Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1a) Each Borrowing The Borrower shall be made upon the Borrower Representative's irrevocable written notice delivered deliver to the Disbursing Agent a fully executed Borrowing Notice no later than 2:00 p.m. (x) one Business Day in advance of the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, Closing Date in the case of Base Rate Loans, specifying: Loans and (Ay) the amount three Business Days in advance of the Borrowing, which Closing Date in the case of a LIBOR Rate Loan must equal Eurodollar Loans (or exceed $5,000,000 (such shorter period as may be acceptable to the Lenders and increments the Disbursing Agent). If no election as to the Type of $1,000,000 Borrowing is specified in excess of any such amount); (B) notice, then the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it borrowing shall be deemed a request for a Base Rate Revolving LoanBorrowing. The Disbursing Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02 (and the contents thereof);, and of each Lender’s portion of the requested borrowing. (Db) Upon receipt of written confirmation by the duration Lenders of the Interest Period for LIBOR Revolving Loans (and if satisfaction or waiver of the conditions precedent specified herein, each Lender shall make its Loan available to the Disbursing Agent not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made later than 12:00 p.m. on the Closing DateDate by wire transfer of same day funds in Dollars, such Borrowings will initially consist at the principal office designated by the Disbursing Agent. Upon satisfaction or waiver of Base Rate Revolving Loans only. (2) In lieu the conditions precedent specified herein and receipt of delivering a Notice of Borrowingfunds from each Lender sufficient to make the Loans, the Borrower Representative may give Disbursing Agent shall make the Agent telephonic notice proceeds of such Borrowing request for advances the Loans available to the Designated Account(s). The Borrower on the Closing Date by causing an amount of same day funds in Dollars equal to the proceeds of all such Loans received by Disbursing Agent at all times shall from the Lenders to be entitled credited to rely on such telephonic notice account(s) as may be designated in making such Revolving Loans, regardless of whether any written confirmation is receivedwriting to the Disbursing Agent by the Borrower. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing (other than a Borrowing of a Base Rate Refunding Loan) shall be made upon the Borrower Representative's Borrower’s irrevocable written notice by a Responsible Officer delivered to the Agent in substantially the form of a notice of borrowing Exhibit C hereto ("“Notice of Borrowing"”), which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois timeEastern Time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. 12:00 noon (Chicago, Illinois timeEastern Time) one Business Day prior to the requested Funding Date (or 12:00 noon (Eastern Time) on the requested Funding DateDate in the case of a Borrowing subject to Section 1.2(h)), in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, a Responsible Officer of the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower shall not have no the right to request request, renew or continue a LIBOR Rate Loan while an Event of Default has occurred and is continuingexists.

Procedure for Borrowing. (1) Each Borrowing Whenever Borrower desires an Advance hereunder, they shall be made upon the Borrower Representative's irrevocable written give Agent telegraphic, telex, facsimile or telephonic notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")) of such requested Advance, which must be received by the Agent prior to (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans telephonic notice, shall be promptly confirmed in writing. Each Notice of Borrowing shall be in the form of Exhibit "A" attached hereto and (ii) shall be received by Agent not later than 11:00 a.m. Lafayette, Louisiana time, (Chicago, Illinois timei) on one (1) Business Day prior to the requested Funding Date, Borrowing Date in the case of Base Rate Loans, specifying: or (Aii) three (3) Business Days prior to any proposed Borrowing Date in the amount case of Eurodollar Loans. Upon receipt of such Notice, Agent shall advise each Bank thereof; provided, that if the BorrowingBanks have received at least one (1) Business Day's notice of such Advance prior to funding of a Base Rate Loan, which or at least three (3) Business Days' notice of each advance prior to the funding in the case of a LIBOR Rate Loan must equal or Eurodollar Loan, each Bank shall provide Agent at its office at 200 ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇t later than 1:00 p.m., Lafayette, Louisiana time, on the Borrowing Date, in immediately available funds, its Pro Rata share of the requested Advance, but the aggregate of all such fundings by each Bank shall never exceed $5,000,000 (and increments of $1,000,000 such Bank's Revolving Commitment. Not later than 2:00 p.m., Lafayette, Louisiana time, on the Borrowing Date, Agent shall make available to Borrower at the same office, in excess like funds, the aggregate amount of such amountrequested Advance. Neither Agent nor any Bank shall incur any liability to Borrower in acting upon any Notice of Borrowing referred to above which Agent or such Bank believes in good faith to have been given by a duly authorized officer or other person authorized to borrow on behalf of Borrower or for otherwise acting in good faith under this Section 2(b); (B) the requested Funding Date. Upon funding of Advances by Banks in accordance with this Agreement, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect pursuant to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuingeffected Advances hereunder.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's irrevocable written notice delivered Subject to the conditions set forth in this Agreement, Company may make a borrowing hereunder on any Business Day during the period from the date hereof to but not including the Maturity Date. Company shall give Agent in the form of a irrevocable notice of borrowing ("Notice of Borrowing"), which notice must be received by the Agent prior to (i) 12:00 noon (Chicago2:00 p.m., Illinois time) three New York time two Business Days prior to the requested Funding Borrowing Date), specifying (a) the amount to be borrowed and (b) the requested Borrowing Date. Upon receipt of any such notice from Company, Agent shall promptly (and in any event on the same Business Day) notify each Bank thereof. The notice of a request for borrowing by Company shall be accompanied by a certificate of a Responsible Officer of Company (a) representing and warranting that the purpose for which the requested borrowing is to be used is permitted by, and is in accordance with, the terms and conditions of this Agreement, and (b) representing and warranting that, after giving effect to the requested borrowing of Loans, the sum of the aggregate principal amount of all Loans outstanding at such time does not exceed the lesser of (i) the Maximum Permissible Loan Amount and (ii) the Borrowing Base at such time. Each Bank shall make the amount of its Pro Rata Share of each requested borrowing available to Agent for the account of Company at the office of Agent specified on the signature pages hereof prior to 10:00 a.m., New York time, on the requested Borrowing Date in funds immediately available to Agent. Such borrowing will then be made available to Company by Agent by paying to such deposit account as Company may designate in the notice of such Borrowing the aggregate of the amounts made available to Agent by Banksand in like funds as received by Agent; PROVIDED, HOWEVER, that if Agent or any Bank determines that any condition precedent to such borrowing has not been met (and, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing DateBank, such Borrowings will initially consist of Base Rate Revolving Loans onlyBank has so notified Agent), Agent shall not make such borrowing available to Company. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice or by facsimile transmission delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon 5:00 p.m. (ChicagoAtlanta, Illinois Georgia time) three two Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. 1:00 p.m. (ChicagoAtlanta, Illinois Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,500,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or Loans, LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);) or Revolving Loans constituting Seasonal Inventory Advances; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); and (E) whether the proceeds of such Borrowing are to be deposited to a Designated Account or sent by wire transfer to a third party, in which case the Borrower shall provide the Agent with wire transfer instructions satisfactory to the Agent; provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative (I) a Responsible Officer may give the Agent telephonic notice of such Borrowing request for advances to a Designated Account on or before the Designated Account(s). The deadline set forth in clause (i) above and the Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received, or (II) whenever a presentment or request for payment is made against a Designated Account in an amount greater than the then available balance therein, such presentment or request shall be deemed to be a request for a Base Rate Revolving Loan on the date of such presentment in an amount equal to the excess of such check or other presented payment item over the available balance therein. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing of a Revolving Loan shall be made upon an irrevocable Notice of Borrowing from the Borrower Representative's irrevocable written notice delivered Borrowers' Agent to the Agent in the form of a notice of borrowing ("Lenders' Agent, which Notice of Borrowing"), which Borrowing must be received by the Lenders' Agent prior to not later than (i1) 12:00 noon (Chicagonoon, Illinois Chicago time) , three Business Days prior to the requested Funding Date, Date in the case of LIBOR Rate Loans and (ii2) 11:00 a.m. (Chicago12:00 noon, Illinois Chicago time) , on the requested Funding Date, Date in the case of Base Reference Rate Loans, specifying: (A) that the requested Loan is a Revolving Loan; (B) the amount of the Borrowingsuch Borrowing which, which in the case of a LIBOR Rate Loan must equal or exceed Revolving Loans, shall be in an amount not less than one million dollars ($5,000,000 1,000,000) and in an integral multiple of one hundred thousand dollars (and increments of $1,000,000 100,000) in excess of such amount)thereof; (BC) the requested Funding Date, which must shall be a Business Day; (CD) whether the Revolving Loans requested are to be Base Reference Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Reference Rate Revolving Loan);; and (DE) the duration of the Interest Period for if the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If such a Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided, however, that with respect . (ii) After giving effect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist (whether in respect of Base Rate Revolving Loans onlyor Term Loans), there may not be more than five different Interest Periods in effect. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice ("NOTICE OF BORROWING") delivered to the Agent in the form of a Lender (which notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to Lender (i) 12:00 noon (Chicago, Illinois time) three prior to 10:30 a.m. two Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii) prior to 11:00 a.m. (Chicago, Illinois time) on the requested Funding Date, in the case of Base Reference Rate Revolving Loans), specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Reference Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed or a request for a Base Rate Revolving Loan);combination thereof; and (D) the duration of the Interest Period for if all or part of the requested Revolving Loans are to be LIBOR Revolving Loans (and if not specifiedLoans. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, it such Interest Period shall be deemed a request for an one week. (ii) After giving effect to any Borrowing, there may not be more than four (4) different Interest Period of one month); provided, however, that with Periods in effect. (iii) With respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base request for Reference Rate Revolving Loans only. (2) In Loans, in lieu of delivering a the above-described Notice of Borrowing, the Borrower Representative may give the Agent Lender telephonic notice of such Borrowing request for advances to by the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is receivedrequired time. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. The Company may borrow under the Commitment during the Commitment Period on any Business Day by giving the Bank irrevocable notice of a request for a Revolving Credit Loan hereunder one (1) Each Borrowing shall Business Day before a proposed borrowing, or three (3) Business Days if the Revolving Credit Loan will be made upon the Borrower Representative's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")LIBOR Rate Loan, which must be received by the Agent prior to or continuation, setting forth (i) 12:00 noon (Chicagothe amount of the Loan request, Illinois time) three Business Days prior to the requested Funding Datewhich shall, in the case of LIBOR Rate Loans Loans, not be less than Two Hundred Fifty Thousand ($250,000.00) Dollars and integral multiples of One Hundred Thousand (ii$100,000.00) 11:00 a.m. (ChicagoDollars in excess thereof, Illinois time) on the requested Funding Dateand, in the case of Base Fluctuating Rate Loans, specifying: not be less than One Hundred Thousand (A$100,000.00) the amount Dollars and integral multiples of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed One Hundred Thousand ($5,000,000 (and increments of $1,000,000 100,000.00) Dollars in excess of such amount); thereof, (B) the requested Funding Date, which must be a Business Day; (Cii) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it Credit Loan shall be deemed a request for Fluctuating Rate Loan or a Base LIBOR Rate Revolving Loan); , (Diii) the duration requested Interest Period commencement date, and (iv) the length of the Interest Period for LIBOR Revolving Loans (and if therefor which shall not specified, it extend beyond the Termination Date. Such notice shall be deemed written (including, without limitation, via facsimile transmission) and shall be sufficient if received by 1:00 p.m. on the date on which such notice is to be given. Unless notification is otherwise furnished by the Company to the Bank (in a request for an manner consistent with the requirements of this Section 2.5), Loans will be made by credits to the Company's demand deposit account maintained with the Bank upon compliance with the requirements of this Agreement. If the Company furnishes such notice but no election is made as to the Interest Period of one month); provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowingapplicable thereto, the Borrower Representative may give the Agent telephonic notice of Loan will automatically then be made as a Fluctuating Rate Loan until such Borrowing request for advances required information is furnished pursuant to the Designated Account(s). The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is receivedterms hereof. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeBorrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon 11:00 a.m. (Chicago, Illinois timeCentral Standard Time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii) 11:00 a.m. (Chicago, Illinois timeCentral Standard Time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Revolving Loan must equal or exceed $5,000,000 2,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings Borrowing will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower shall have no right to request a LIBOR Rate Revolving Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1i) Each Borrowing shall be made upon the Borrower Representativea Borrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon 11:00 a.m. (ChicagoLos Angeles, Illinois California time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (ChicagoLos Angeles, Illinois California time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2ii) In lieu of delivering a Notice of Borrowing, the a Borrower Representative may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3iii) The Borrower While a Default has occurred and is continuing, the Borrowers may request a LIBOR Rate Loan, unless prohibited by Required Lenders. (iv) While an Event of Default has occurred and is continuing, the Borrowers shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuingLoan.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower Representative's Borrowers' irrevocable written notice delivered to the Agent Lender in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent Lender prior to (i) 12:00 noon (Chicago, Illinois Los Angeles time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Revolving Loans and (ii) 11:00 a.m. (Chicago, Illinois Los Angeles time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Revolving Loan must equal or exceed $5,000,000 1,000,000 (and increments of $1,000,000 500,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan);; and (D) the duration of the Interest Period for LIBOR Revolving Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); provided, however, that with respect to any the Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative Borrowers may give the Agent Lender telephonic notice of such Borrowing request for advances Revolving Loans to the Designated Account(s)Account on or before the deadline set forth above. The Agent Lender at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while a Default or an Event of Default has occurred and is continuing.

Procedure for Borrowing. (1) Each Borrowing shall be made upon the Borrower RepresentativeFunds Administrator's irrevocable written notice delivered by the Funds Administrator to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), which must be received by the Agent prior to (i) 12:00 noon 1:00 p.m. (Chicago, Illinois Eastern time) three Business Days prior to the requested Funding Date, in the case of LIBOR Rate Loans and (ii) 11:00 a.m. 12:00 noon (Chicago, Illinois Eastern time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which in the case of a LIBOR Rate Loan must equal or exceed $5,000,000 2,000,000 (and increments of $1,000,000 in excess of such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); (D) the duration of the Interest Period for LIBOR Revolving Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); and (E) the applicable Borrower(s) (i.e. Garlock Sealing or the Excess Collateral Providers) on behalf of whi▇▇ ▇▇▇▇ request is made; provided, however, that with respect to any Borrowing to be made on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative Funds Administrator may give the Agent telephonic notice of such Borrowing request for advances to the Designated Account(s)Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, regardless of whether any written confirmation is received. (3) The Borrower Borrowers shall have no right to request a LIBOR Rate Loan while an a Default or Event of Default has occurred and is continuing.

Procedure for Borrowing. (1a) Each Borrowing shall be made upon the Borrower Representative's Borrower’s irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing")Agent, which may be given by telephone. Each such notice must be received by the Agent prior to 11:00 a.m. (Eastern time) (i) 12:00 noon (Chicago, Illinois time) three Business Days prior to the requested Funding Borrowing Date, in the case of LIBOR Rate Loans Loans, and (ii) 11:00 a.m. (Chicago, Illinois time) on the requested Funding Borrowing Date, in the case of Base Rate Loans) (provided, specifyinghowever, that if the Borrower wishes to request LIBOR Rate Loans having an Interest Period other than one, two, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by the Agent not later than 11:00 a.m. four Business Days prior to the requested date of such Borrowing, whereupon the Agent shall give prompt notice to the applicable Lenders of such request and determine whether the requested Interest Period is acceptable to all of them and not later than 11:00 a.m., three Business Days before the requested date of such Borrowing, the Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders). Each telephonic notice by the Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Agent of a written Notice of Borrowing, appropriately completed and signed by a Responsible Officer of the Borrower. Each Notice of Borrowing shall specify: (A) the amount of the such Borrowing, which shall (unless such Borrowing is being requested (or deemed to be requested) pursuant to Section 2.06(b) or 3.03(b)) be an amount not less than $5,000,000 (in the case of a LIBOR Rate Loan must equal Loan) or exceed $5,000,000 (and increments a whole multiple of $1,000,000 in excess thereof, or $500,000 (in the case of such amount)a Base Rate Loan) or a whole multiple of $100,000 in excess thereof; (B) the requested Funding Borrowing Date, which must shall be a Business Day; (C) whether the Revolving Class and Type of Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans comprising such Borrowing (and if not specifiedthe Borrower fails to specify a Type of Loan in a Notice of Borrowing, it then the applicable Loans shall be deemed a request for a made as Base Rate Revolving LoanLoans);; and (D) with respect to LIBOR Rate Loans, the duration of the Interest Period applicable to such Loans included in such notice (and, if a Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing of LIBOR Revolving Loans (and if not specifiedRate Loans, it such Interest Period shall be deemed a request for an Interest Period of one month); provided. (b) The Agent will promptly notify each applicable Lender of its receipt of any Notice of Borrowing and (i) in respect of Borrowings of any Class of Term Loans, howeverthe amount of each applicable Term Lender’s pro rata share of such Borrowing (based on its Commitment for the applicable Class of Term Loans) and (ii) in respect of Borrowings of Revolving Loans, that the amount of such Lender’s Revolving Percentage of such Borrowing. (c) Each Lender will make the amount of its applicable share of each Borrowing available to the Agent for the account of the Borrower at the Agent’s Payment Office by 1:00 p.m. (Eastern time) on the Borrowing Date in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Borrower by the Agent at such office by crediting the account of the Borrower on the books of Bank of America with respect the aggregate of the amounts made available to the Agent by the Lenders. (d) After giving effect to any Borrowing there may not be more than 10 different Interest Periods in effect. (e) The Borrower hereby authorizes the Lenders and the Agent to accept Notices of Borrowing based on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation of each telephonic notice, signed by a Responsible Officer or an authorized designee. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest error. (f) Not later than 1:00 p.m. (Eastern time) on the Amendment No. 1 Effective Date the Additional Term C Lender shall make available to the Administrative Agent at the Agent’s Payment Office an amount in immediately available funds equal to the Term C Loan to be made by such Additional Term C Lender pursuant to its Additional Term C Commitment. The Administrative Agent shall credit the account of the Borrowers on the Closing Date, such Borrowings will initially consist of Base Rate Revolving Loans only. (2) In lieu of delivering a Notice of Borrowing, the Borrower Representative may give the Agent telephonic notice books of such Borrowing request for advances office of the Administrative Agent with the aggregate of the amounts made available to the Designated Account(s). The Administrative Agent at all times shall be entitled to rely on such telephonic notice by the Additional Term C Lender in making such Revolving Loans, regardless of whether any written confirmation is receivedimmediately available funds. (3) The Borrower shall have no right to request a LIBOR Rate Loan while an Event of Default has occurred and is continuing.