Common use of Procedure for Term Loan Borrowing Clause in Contracts

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. (a) . The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.2:00 p.m., New York City time, one Business Day prior to on the anticipated Closing Date Date) requesting that the applicable Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on Prior to the Closing earlier of (a) the Syndication Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to and (b) the date that is 30 60 days after the Closing Date, any Term Loan that is a Eurodollar Loan shall have an Interest Period of one (1) month. Upon receipt of such notice the Administrative Agent shall promptly notify each applicable Term Lender thereof. Not later than 12:00 Noon2:00 p.m., New York City time, on the Closing Date Date, each applicable Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit make the account proceeds of such Term Loan or Term Loans available to the Borrower on such Borrowing Date by wire transfer in immediately available funds to a bank account designated in writing by the books of such office of the Administrative Agent with the aggregate of the amounts made available Borrower to the Administrative Agent by the Term Lenders in immediately available fundsAgent.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowedDate. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that which is 30 days five Business Days after the Closing Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice Notice of Borrowing (which notice must be received by the Administrative Agent prior to 10:00 a.m., New York City time, one Business Day prior to the anticipated Closing Date funding of the Term Loans (the "Tender Funding Date"), in the case of Base Rate Loans) requesting that the Term Loan Lenders make the Term Loans on the Closing Tender Funding Date and specifying the amount to be borrowed. The Term Loans made on the Closing Tender Funding Date shall initially be ABR Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an if the last day of the Interest Period in excess of one month prior to the date that is 30 days with respect thereto would occur on or after the Closing Maturity Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Closing Tender Funding Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders in immediately available fundsfunds not later than 2:00 P.M., New York City time, on the Tender Funding Date.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Tranche B Term Loan Lenders make the Tranche B Term Loans on the Closing Date and specifying the amount to be borrowedDate. The Tranche B Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Tranche B Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that which is 30 days after the Closing Date. Upon receipt of such notice Borrowing Notice, the Administrative Agent shall promptly notify each Tranche B Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Tranche B Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Tranche B Term Loan or Tranche B Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche B Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having with an Interest Period in excess of one month prior to the date that is 30 days after the Closing Syndication Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noonnoon, New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.1:00 P.M., New York City time, one Business Day prior to the anticipated Closing Date if the Term Loans are funded as Base Rate Loans or three Business Days prior to the anticipated Closing Date if the Term Loans are funded as Eurodollar Loans) requesting that the Term Loan Lenders make the Term Loans on the such anticipated Closing Date and specifying the amount to be borrowed. The Term Loans made on , which shall be equal to the Closing Date shall initially be ABR Loans and, unless otherwise agreed by aggregate amount of the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Commitments of all Term Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing DateLenders. Upon receipt of such notice notice, the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon2:00 P.M., New York City time, on the such anticipated Closing Date Date, each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 60 days after the Closing Date. Upon receipt of such notice notice, the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Syndication Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowedDate. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days three (3) Business Days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent Agent, or as otherwise directed by the Borrower, with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is earlier of 30 days after the Closing Date or the Syndication Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.11:00 A.M., New York City time, one Business Day prior to on the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowedDate. [The Term Loans made on the Closing Date shall initially be ABR Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no ] [N][n]o Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the earlier of (i) the date that which is 30 60 days after the Closing Date and (ii) the Syndication Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.2:00 P.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Effective Date) requesting that the New Term Loan Lenders make the New Term Loans on the Closing Effective Date and specifying the amount to be borrowed. The Unless the Lenders otherwise agree, the New Term Loans made on the Closing Effective Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no New Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing New Term Loan Syndication Date. Upon receipt of such notice the Administrative Agent shall promptly notify each New Term Loan Lender thereof. Not later than 12:00 Noon10:00 A.M., New York City time, on the Closing Effective Date each New Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the New Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the New Term Loan Lenders in immediately available funds.

Procedure for Term Loan Borrowing. (a) The Borrower shall give the Administrative Agent irrevocable written (or telephonic promptly confirmed in writing) notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.12:00 noon, New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Committed Term Loan Lenders make the Initial Term Loans on the Closing Date and specifying the amount to be borrowed. Each such notice shall be given by the Borrower in the form of Exhibit J. The Initial Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing DateLoans. Upon receipt of such notice the Administrative Agent shall promptly notify each Committed Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Committed Term Loan Lender shall make available to the Administrative Agent at the Funding Office its office specified in subsection 10.2 an amount in immediately available funds equal to the Term Loan or Initial Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Committed Term Loan Lenders in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent an irrevocable notice Funding Notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.noon, New York City time, one three Business Day Days prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 3 days after the Closing Date. Upon receipt of such notice notice, the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date Date, each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that day which is 30 days 10 Business Days after the Closing DateDate or such shorter period as the Administrative Agent may agree to in writing. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowedDate. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 60 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent or another account designated by the Borrower to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, at least one Business Day prior to the anticipated Closing Date Effective Date) requesting that the Term Loan Lenders make the Term Loans to be made on the Closing Date and specifying the amount to be borrowedEffective Date. The Term Loans made on the Closing Effective Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that which is 30 the earlier of (i) 60 days after the Closing Effective Date and (ii) the Syndication Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Effective Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of promptly make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the --------------------------------- Administrative Agent irrevocable notice (which notice not ice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Borrowing Date) requesting that the Term Loan Lenders make the Term Loans on the Closing proposed Borrowing Date and specifying the amount to be borrowed. The Committed Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that which is 30 60 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing proposed Borrowing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders in immediately available like funds.

Procedure for Term Loan Borrowing. (a) The US Borrower shall give deliver to the Administrative Agent irrevocable notice a Borrowing Notice (which notice Borrowing Notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the US Term Loan Lenders make the US Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no US Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is earlier of 30 days after the Closing Date or the Syndication Date. Upon receipt of such notice Borrowing Notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each US Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the US Term Loan or US Term Loans to be made by such Lender. The Administrative Agent shall credit make available to the account of the US Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the US Term Lenders Loan Lenders, in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The applicable Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City Pacific time, one Business Day prior to the anticipated Closing Date (with originals to follow within 3 days)) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 NoonP.M., New York City Pacific time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Term Loan Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the applicable Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.12:00 Noon, New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Tranche B Term Loan Lenders make the Tranche B Term Loans on the Closing Date and specifying the amount to be borrowed. The Tranche B Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Tranche B Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Syndication Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Tranche B Term Loan Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Tranche B Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Tranche B Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Tranche B Term Loan Lenders in immediately available like funds.

Procedure for Term Loan Borrowing. The Each Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Base Rate Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 60 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the relevant Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice substantially in the form of Exhibit B hereto (which notice must be received by the Administrative Agent prior to 10:00 12:00 noon, New York City time (a) three (3) Business Days prior to the requested Borrowing Date, in the case of Eurodollar Loans (or no later than 9:00 a.m., New York City time, one Business Day prior to on the anticipated Closing Date in the case of Eurodollar Loans to be incurred on such date) or (b) on the Closing Date, in the case of Base Rate Loans) requesting that the Term applicable Lenders make the Term Loans on the Closing requested Borrowing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon, New York City time, on the Closing Date Date, each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit make the account proceeds of such Term Loan or Term Loans available to the Borrower on the books of such office of Borrowing Date by wire transfer in immediately available funds to a bank account designated in writing by the Administrative Agent with the aggregate of the amounts made available Borrower to the Administrative Agent by the Term Lenders in immediately available fundsAgent.

Procedure for Term Loan Borrowing. The Borrower Borrowers shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.11:00 A.M., New York City Houston, Texas time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by and no Term Loan, without the consent of the Administrative Agent in its sole discretionAgent, no Term Loan may be converted into or continued as a Eurodollar Eurocurrency Loan having an Interest Period in excess of one month prior to the date that which is 30 60 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City Houston, Texas time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower Borrowers on the books of such office of the Administrative Agent Funding Office with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders and in immediately available fundslike funds as received by the Administrative Agent.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Loan Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Unless the Lenders otherwise agree, the Term Loans made on the Closing Date shall initially be ABR Loans andBase Rate Loans, unless otherwise agreed by the Administrative Agent in its sole discretion, and no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 days after the Closing Syndication Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Loan Lender thereof. Not later than 12:00 Noon10:00 A.M., New York City time, on the Closing Date each Term Loan Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of make available to the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Loan Lenders in immediately available funds.

Procedure for Term Loan Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 a.m.A.M., New York City time, one Business Day prior to the anticipated Closing Date Date) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying the amount to be borrowed. The Term Loans made on the Closing Date shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Term Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 30 60 days after the Closing Date. Upon receipt of such notice the Administrative Agent shall promptly notify each Term Lender thereof. Not later than 12:00 Noon1:00 P.M., New York City time, on the Closing Date each Term Lender shall make available to the Administrative Agent at the Funding Office an amount in immediately available funds equal to the Term Loan or Term Loans to be made by such Lender. The Administrative Agent shall credit the account of the Borrower on the books of such office of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Term Lenders in immediately available funds.