Common use of Request for Borrowing Clause in Contracts

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. (a) Each Borrowing, each conversion of Loans from one Type of Base Rate Loan to the other, shall be made on a Business Day and each continuation of LIBOR Rate Loans SOFR Loan shall be made on a U.S. Government Securities Business Day. (b) Each Loan shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agentwritten notice, by way of a Request for Borrowing, which may Request for Borrowing shall be irrevocable and shall be given by telefacsimile, mail, email or personal service, and delivered to Lender at ▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, telefacsimile number (A▇▇▇) telephone or ▇▇▇-▇▇▇▇, as follows: (Bi) for a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery Base Rate Loan, Administrative Borrower shall deliver to the Administrative Agent of Lender a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent Request for Borrowing not later than 1:00 p.m. at least: (i) three (3) Business Days prior to noon Pacific time on the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) that is one (1) Business Day prior to the requested date of any Funding Date, and such Request for Borrowing of shall specify that a Base Rate Loans. Each Loan Notice shall specify: is requested and state the amount thereof (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan subject to the otherprovisions of this Article II); (ii) for a SOFR Loan, or Administrative Borrower shall deliver to Lender a continuation of LIBOR Rate Loans; Request for Borrowing not later than noon Pacific time on the date that is two (B2) U.S. Government Securities Business Days before the requested date of Funding Date, and such Request for Borrowing shall specify that a Daily Simple SOFR Loan or Term SOFR Loan is requested and state the Borrowingamount and, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to a Term SOFR Loan, the initial Interest Period applicable LIBOR Rate Loansthereto (subject to the provisions of this Article II); provided, however, that no Loan shall be available as a SOFR Loan when any Event of Default has occurred and is continuing. If a Administrative Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Perioddesignate a Loan as a SOFR Loan in accordance herewith, it the Loan will be deemed a Base Rate Loan, provided that Administrative Borrower may at any time thereafter convert such Base Rate Loan into a SOFR Loan in accordance with the terms of this Agreement. (c) If the notice provided for in clause (b) of this Section 2.7 with respect to a Base Rate Loan or a SOFR Loan is received by Lender not later than noon Pacific time, on a Business Day or U.S. Government Securities Business Day, as applicable, such day shall be treated as the first Business Day or U.S. Government Securities Business Day, as applicable, of the required notice period. In any other event, such notice will be treated as having been received immediately before noon Pacific time, of the next Business Day or U.S. Government Securities Business Day, as applicable, and such day shall be treated as the first Business Day or U.S. Government Securities Business Day, as applicable, of the required notice period. (d) The initial Request for Borrowing shall include certification by a Responsible Officer of Administrative Borrower that each of the conditions in Article III have specified an Interest Period been satisfied or waived. Each Request for Borrowing delivered to Lender thereafter shall include a certificate by a Responsible Officer of one monthAdministrative Borrower that each of the conditions set forth in Section 3.1 have been satisfied or waived.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly received by Administrative Agent not later than 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans ; provided, however, to the extent a Borrower Party requires same day funding for a U.S. Dollar denominated Base Rate Loan in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurocurrency Rate Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Eurocurrency Rate Loans or to which existing Base Rate Loans are to be converted; (EF) if applicablewith respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurocurrency Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, Base a Eurocurrency Rate LoansLoan with an Interest Period of one (1) week; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) week. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurocurrency Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one month(1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans to Base Rate Loans; and (ii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans shall be made on a same-day basis if such notice is received by the Administrative Agent not later than 10:00 a.m. on the day of such Borrowing. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) [reserved]; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly received by Administrative Agent not later than 1:00 p.m. at least: (i) one (1) Business Day prior to the requested date of any Borrowing, provided, however, to the extent a Borrower Party requires same day funding for a Daily SOFR Loan or Base Rate Loan, in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Daily SOFR Loan or Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date; and (ii) three (3) Business Days prior to the conversion of Daily SOFR Loans to another Type of Syndicated Loan, the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Term SOFR Loans to another Type of Syndicated Loan or the continuation of Term SOFR Loans. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Term SOFR Loan or Daily SOFR Loan, or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Daily SOFR Loan, Term SOFR Loan or a Base Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Term SOFR, the Daily SOFR or the Base Rate, for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Loans are Syndicated Loan is to be converted; (EF) if applicablewith respect to a Term SOFR Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Term SOFR Loan, then the applicable Loans Syndicated Loan shall be made as, or converted to, Base Rate Loansa Daily SOFR Loan. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthTerm SOFR Loan.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the otheranother Type of Loan, and each continuation of LIBOR a Eurocurrency Rate Loans Loan or RFR Loan shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Each notice: (Ai) telephone or (B) a Loan Notice; provided that any telephonic notice must shall be confirmed promptly by delivery furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Loan Notice Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer 1) Business Day prior to the requested date of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, (y) at least: (i) least three (3) Business Days prior to the requested date of any Borrowing ofin the case of a RFR Loan in Dollars or an Eurocurrency Rate Loan in Euro, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (iiz) one at least four (14) Business Day Days prior to the requested date of any Borrowing in the case of Base an Eurocurrency Rate LoansLoan or RFR Loan in an Alternative Currency other than Euro; and (ii) must specify: (A) the amount and currency of such Borrowing; (B) the Interest Option; (C) the Interest Period therefor, if applicable; and (D) the date of such Borrowing, which shall be a Business Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party. Each Loan Notice (whether telephonic or written) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Eurocurrency Rate Loans or RFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, continued as Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Eurocurrency Rate Loans or RFR Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans to Base Rate Loans; and (ii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans shall be made on a same-day basis if such notice is received by the Administrative Agent not later than 10:00 a.m. on the day of such Borrowing. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) [reserved]whether such Loan will be a Revolving Loan or a Term Loan; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to or continuation of LIBOR Rate Loans or of any the conversion of LIBOR Base Rate Loans to Base Rate another Type of Syndicated Loan or the continuation of Term SOFR Loans; and (iiiii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Daily Simple SOFR, Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Daily SOFR Loans, Term SOFR Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation of a Term SOFR Loan, then the applicable Loans Loan shall be made ascontinued as a Term SOFR Loan with an Interest Period of one (1) month, or converted to, Base Rate Loans. Any and such automatic conversion to Base Rate Loans continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansTerm SOFR Loan. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the otheranother Type of Loan, and each continuation of a LIBOR Rate Loans Loan shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Each notice: (Ai) telephone or (B) a Loan Notice; provided that any telephonic notice must shall be confirmed promptly by delivery furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Loan Notice Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer 1) Business Day prior to the requested date of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, (y) at least: (i) least three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation in the case of a LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate LoansLoan; and (ii) one must specify: (1w) Business Day prior the amount of such Borrowing; (x) the Interest Option if such Loan is to be funded in Dollars; (y) the requested Interest Period therefor, if applicable; and (z) the date of any Borrowing such Borrowing, which shall be a Business Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of Base Rate Loansa written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party. Each Loan Notice (whether telephonic or written) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, continued as Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Eurocurrency Rate Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Eurocurrency Rate Loans to another Type of Syndicated Loan or the continuation of Eurocurrency Rate Loans; (iii) five (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loansdenominated in Alternative Currencies; and (iiiv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurocurrency Rate Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Eurocurrency Rate Loans or to which existing Base Rate Loans are to be converted; (EF) if applicablewith respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Syndicated Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Syndicated Loans shall be made as, or converted to, Base Rate Loans; provided, however, that in the case of a failure to timely request a continuation of Syndicated Loans denominated in an Alternative Currency, such Syndicated Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one (1) month. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurocurrency Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one month(1) week. No Syndicated Loan may be converted into or continued as a Syndicated Loan denominated in a different currency, but instead must be prepaid in the original currency of such Syndicated Loan and reborrowed in the other currency.

Request for Borrowing. Each Borrowing, each conversion of Eurodollar Rate Loans or Base Rate Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Eurodollar Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by telephone or, as set forth below, in writing. Each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (Ai) telephone three Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three Business Days prior to the conversion of Base Rate Loans to another Type of Loan or the continuation of Eurodollar Rate Loans; (Biii) a Loan Noticeon the date of any Borrowing of Base Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans; provided that and (iv) four Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies. Each telephonic notice by a Borrower Party pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (iwhether telephonic or written) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurodollar Rate Loan or Base Rate Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed which any existing Eurodollar Rate Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; and (F) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a Type of Loan currency in a Loan Notice or if requesting a Borrowing, then the Loans so requested shall be made in Dollars. Each Loan Notice submitted by a Borrower Party fails shall be deemed to give be a timely notice requesting a conversion or continuation, then representation and warranty that the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective conditions specified in Section 6.02 have been satisfied on and as of the last day date of the Interest Period then applicable Borrowing. No Loan may be converted into or continued as a Loan denominated in effect with respect to a different currency, but instead must be prepaid in the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation original currency of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthand reborrowed in the other currency.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to electronic mail pursuant to, and in accordance with the Administrative Agent terms of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)this Credit Agreement. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR RFR Rate Loans or of any conversion of LIBOR RFR Rate Loans to Alternate Base Rate Loans; and (ii) three (3) Business Days (or four (4) Business Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative Currency; and (iii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each telephonic notice by the Borrower pursuant to this Section 2.03 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the applicable Interest Rate Step-Down. If a the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base RFR Rate Loans. Any such automatic conversion to Base RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Alternate Base Rate Loans. If a , it being understood that the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR may cause any Alternate Base Rate Loans in any such Loan Notice, but fails to specify be converted to RFR Rate Loans at the end of an Interest PeriodPeriod upon three (3) Business Days prior written notice, it will and subject to the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one month.the date of the applicable Borrowing, conversion or continuation. 44

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall Credit Extension will be made upon the applicable Borrower PartyBorrower’s irrevocable notice to Administrative Agent, which may be given by (Ax) telephone or (By) a Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of BorrowerBorrowers), together with a Borrowing Base Certificate. Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: : (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Term Rate Loans Loans, or of any conversion of LIBOR Term Rate Loans to Base Rate Daily Simple SOFR Loans; and and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Daily Simple SOFR Loans. Each Loan Notice shall must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be such Borrowing (which shall must be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (ED) if applicable, the duration of the Interest Period with respect thereto; and (FE) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall will be made as, or converted to, Base Daily Simple SOFR Loans; provided, however, that in the case of a failure to timely request a continuation of Term Rate Loans, such Loans shall be continued as a Term Rate Loans with an Interest Period of one month (unless a Default or an Event of Default has occurred and is continuing, in which case such Loans shall automatically be converted to Daily Simple SOFR Loans). Any such automatic continuation of Term Loans or conversion to Base Rate Loans shall Daily Simple SOFR Loans, as applicable, will be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Term Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Term Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Without limitation of any other conditions herein, a Borrowing or continuation of or conversion to Term Rate Loans shall not be permitted if: (i) A Default or Event of Default has occurred and is continuing and has not been waived by Required Lenders or all Lenders, as applicable; or (ii) The requested Borrowing or continuation of or conversion to Term Rate Loans would cause more than ten (10) Interest Periods to be in effect at any one time for Term Rate Loans, after giving effect to all Term Rate Loans, all conversions of Loans from one Type to another, and all continuations of Loans as the same Type; or (iii) The requested interest period does not conform to the definition of Interest Period herein; or (iv) Any of the circumstances referred to in Section 3.03 shall apply with respect to the requested Borrowing or continuation of or conversion to Term Rate Loans.

Request for Borrowing. Each Borrowing, each conversion of Base Rate Loans, Term SOFR Loans, Alternative Currency Term Rate Loan, Daily ▇▇▇▇▇ Loans or Daily ▇▇▇▇▇ Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Term SOFR Loans or Alternative Currency Term Rate Loans shall be made upon the applicable Borrower Fund Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic Agent in writing. Each such notice must be confirmed promptly received by delivery Administrative Agent not later than 11:00 a.m. at least: (i) three (3) U.S. Government Securities Business Days prior to the Administrative Agent requested date of any Borrowing of, conversion to or continuation of Term SOFR Loans; (ii) four (4) Business Days prior to the requested date of any Borrowing of or conversion to Daily ▇▇▇▇▇ Loans or Daily ▇▇▇▇▇ Loans; (iii) on the requested date of any Borrowing of or any conversion to Base Rate Loans; and (iv) four (4) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Alternative Currency Term Rate Loans. Each notice by a Fund Party pursuant to this Section 2.02(a) must be a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Fund Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Fund Party is requesting a Borrowing, a conversion of Loans from one a Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Term SOFR Loans or Alternative Currency Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) if a Borrowing or continuation, the Type of Loans to be borrowed or continued (a Base Rate Loan, a Term SOFR Loan, an Alternative Currency Term Rate Loan, a Daily ▇▇▇▇▇ Loan or a Daily ▇▇▇▇▇ Loan); (E) if a conversion, the Type of Loans to which any existing Term SOFR Loans, Alternative Currency Term Rate Loans, Daily ▇▇▇▇▇ Loans, Daily ▇▇▇▇▇ Loans or Base Rate Loans are to be converted; (EF) if applicablethe account to which the proceeds of such Borrowing, conversion or continuation should be directed; (G) the currency of the Loans to be borrowed; and (H) with respect to a Term SOFR Loan or an Alternative Currency Term Rate Loan, the duration of the Interest Period with respect thereto; , and (F) with respect to which account a Daily ▇▇▇▇▇ Loans or a Daily ▇▇▇▇▇ Loan, the proceeds duration of such Borrowing should be directedthe Interest Payment Period with respect thereto. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Fund Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of continued with the last day of the same interest option and Interest Period then as in effect with respect to the applicable LIBOR Rate Loanseffect. If a Borrower Fund Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Term SOFR Loan or an Alternative Currency Term Rate Loan, it will be deemed to have specified an Interest Period of one month. Each Loan Notice submitted by a Fund Party shall be deemed to be a representation and warranty that the applicable conditions specified in Section 6.02 have been satisfied on and as of the date of the applicable Borrowing. Other than pursuant to Section 2.02(e), No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency.

Request for Borrowing. Each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (Ai) telephone three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Loan or the continuation of Eurocurrency Rate Loans; (Biii) a Loan Noticefive (5) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; provided that and (iv) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (iwhether telephonic or written) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Loans to be borrowed which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or to which existing Base Rate Loans are to be converted; (EF) if applicablewith respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Loans shall be made as, or converted to, Base Rate Loans; provided, however, that in the case of a failure to timely request a continuation of Loans denominated in an Alternative Currency, such Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one month. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurocurrency Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one month.. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency. Table of Contents

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice (i) must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans and (ii)under the Committed Tranche or (B) five (5) Business Days prior to Base Rate Loans; the requested date of any Borrowing of or continuation of Term SOFR Loans under the Uncommitted Tranche and (ii) must be received by the Administrative Agent not later than 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate LoansLoans under the Committed Tranche; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans under the Committed Tranche shall be made on a same-day basis if such notice is received by the Administrative Agent not later than 10:00 a.m. on the day of such Borrowing. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) whether such Loan will be a Revolving Loan or a Term Loan; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directeddirected (H) whether such Borrowing, conversion or continuation is being requested under the Committed Tranche or the Uncommitted Tranche and (H) solely with respect to the Uncommitted Tranche, such Loan Notice shall be counter-signed by the applicable Lenders participating in the Uncommitted Tranche. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed -52- with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each The applicable Borrower shall give the Administrative Agent notice by telephone, facsimile or electronic mail of the date of each requested Borrowing hereunder, which notice if by telephone shall be confirmed in writing (a “Request for Borrowing”), each conversion in the form of Loans from one Type of Loan to the otherExhibit E, and each continuation of LIBOR Rate Loans which notice shall be made irrevocable and effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than 11:00 a.m. (x) at least one (1) Business Day prior to the requested date of Borrowing in the case of a Loan Notice Reference Rate Loan, (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. y) at least: (i) least three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation in the case of a LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; Loan in Dollars, and (iiz) one at least four (14) Business Day Days prior to the requested date of any Borrowing in the case of Base a LIBOR Rate Loans. Each Loan Notice shall in an Alternative Currency; and (ii) must specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested Interest Option, if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have been given by the Borrowers on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to be a representation and warranty that the conditions specified an Interest Period in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3 and/or 6.4, have been satisfied on and as of one monththe date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section.

Request for Borrowing. Each Borrowing, each conversion of Eurodollar Rate Loans, Floating LIBOR Rate Loan or Base Rate Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Eurodollar Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable notice to Administrative Funding Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic telephone. Unless otherwise agreed by Funding Agent, each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Funding Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion other than for a Base Rate Loan; (ii) three (3) Business Days prior to or continuation of LIBOR Rate Loans or of any the conversion of LIBOR Base Rate Loans to Base another Type of Loan, the conversion of Eurodollar Rate Loans (or Floating LIBOR Rate Loan) to another type of Loan or the continuation of Eurodollar Rate Loans; and (iiiii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each telephonic notice by Borrower pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to Funding Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurodollar Rate Loan, Floating LIBOR Rate Loan or Base Rate Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurodollar Rate Loan (it being understood that if Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, Funding Agent shall determine whether such portion shall bear interest based on the Eurodollar Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Loans to be borrowed which any existing Eurodollar Rate Loans, Floating LIBOR Rate Loan or to which existing Base Rate Loans are to be converted; (EF) if applicablewith respect to a Eurodollar Rate Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurodollar Rate Loan, then the applicable Loans shall be made as, or converted to, to Base Rate Loans. Any , and any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurodollar Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurodollar Rate Loan, it will be deemed to have specified an Interest Period of one month. For avoidance of doubt, no Base Rate Loan or Floating LIBOR Rate Loan shall have an Interest Period. Each Loan Notice shall be accompanied or preceded by: (A) a Borrowing Base Certificate dated the date of such Loan Notice; and (B) such documents as are required to satisfy any applicable conditions precedent as provided in Section 5, and no Loan Notice shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.02.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to or continuation of LIBOR Rate Loans or of any the conversion of LIBOR Base Rate Loans to Base Rate another Type of Syndicated Loan or the continuation of Term SOFR Loans; and (iiiii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Daily Simple SOFR, Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Daily SOFR Loans, Term SOFR Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation of a Term SOFR Loan, then the applicable Loans Loan shall be made ascontinued as a Term SOFR Loan with an Interest Period of one month, or converted to, Base Rate Loans. Any and such automatic conversion to Base Rate Loans continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansTerm SOFR Loan. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Term SOFR Loan, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each The Borrowers shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may be by telephone, if confirmed in writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion in the form of Loans from one Type of Loan to the otherExhibit E, and each continuation of LIBOR Rate Loans which notice shall be made irrevocable and effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not no later than 1:00 p.m. 11:00 a.m. (x) at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) least one (1) Business Day prior to the requested date of any Borrowing in the case of Base a Reference Rate Loans. Each Loan, (y) at least one (1) U.S. Government Securities Business Day prior to the requested date of Borrowing in the case of a Daily Simple SOFR Loan Notice shall in Dollars and (z) at least three (3) U.S. Government Securities Business Days prior to the requested date of Borrowing in the case of a Term SOFR Loan; and (ii) must specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency (which shall be Dollars); and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) whether such Loan is to which account be funded under the proceeds of such Borrowing should be directedTranche A Facility or the Tranche B Facility. If a Borrower Party fails the Borrowers fail to specify the currency of a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationRequest for Borrowing, then the applicable Loans shall be made asin Dollars. If the Borrowers fail to specify a type of Loan in a Request for Borrowing, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate then the applicable Loans shall be effective made as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Daily Simple SOFR Loans. If the Borrowers request a Borrower Party requests a Borrowing of, conversion to, or continuation borrowing of LIBOR Rate Term SOFR Loans in any such Loan NoticeRequest for Borrowing, but fails fail to specify an Interest Period, it then the Borrowers will be deemed to have specified an Interest Period of one (1) month. Any Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be deemed to have been given by the Borrowers on the next succeeding Business Day or U.S. Government Securities Business Day, as applicable. Each Request for Borrowing submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 6.1 and 6.2 and, to the extent applicable, Section 6.3 and/or 6.4, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Eurodollar Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable notice to the Administrative Agent, which may be given by (A) telephone telephone, or (B) a Committed Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Committed Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Notice. Each such Committed Loan Notice must be received by the Administrative Agent not later than 1:00 p.m. at least: 11:00 a.m. (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Eurodollar Rate Loans or of any conversion of LIBOR Eurodollar Rate Loans to Base Rate Loans; , and (ii) one (1) Business Day prior to on the requested date of any Borrowing of Base Rate Loans. Each Borrowing of, conversion to or continuation of Eurodollar Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Each Borrowing of or conversion to Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Committed Loan Notice shall specify: specify (Ai) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Eurodollar Rate Loans; , (Bii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); , (Ciii) the principal amount of Loans to be borrowed, converted or continued; , (Div) the Type of Loans to be borrowed or to which existing Loans are to be converted; , and (Ev) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a the Borrower Party fails to specify a Type of Loan in a Committed Loan Notice or for a Borrowing, then the applicable Loans shall be made as a Base Rate Loan. Notwithstanding anything contained herein to the contrary, if a the Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation of a Eurodollar Rate Loan, then the applicable Loans Eurodollar Rate Loan shall be made as, or converted to, Base automatically continued as a Eurodollar Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Loan with an Interest Period then in effect with respect to the applicable LIBOR Rate Loansof one month. If a the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Eurodollar Rate Loans in any such Committed Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may be by telephone, if confirmed in writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Loans from one Type of Loan to the otherExhibit E hereto, and each continuation of LIBOR Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan Notice denominated in Dollars, (and each Loan Notice submitted by B) 11:00 at least one (1) Business Day prior to the requested date of a Qualified Borrower must Borrowing to be countersigned by denominated in Dollars (other than a Responsible Officer of BorrowerReference Rate Loan). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. , (C) 11:00 a.m. at least: (i) least three (3) Business Days prior to the requested date of any a Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Eurocurrency Rate Loans; and (iiD) one at least five (15) Business Day Days prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall an RFR Loan; and (ii) must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day); (CB) the principal amount and Currency of Loans to be borrowed, converted or continuedsuch Borrowing; (DB) the Type of Loans to be borrowed or to which existing Loans are to be convertedborrowed; (EC) if applicable, the duration of the Interest Period with respect theretoPeriod; and (FD) to which account the proceeds of such Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. If a Borrower Party fails For the avoidance of doubt, with respect to specify a Type of Loan in a Loan Notice or any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to give Request for Borrowing is submitted by 11:00 p.m. on a timely notice requesting a conversion or continuationMonday, then the applicable Loans Borrowing shall be made ason the immediately following Thursday in accordance with Section 2.8 hereof, or converted toprovided that each of Monday, Base Rate LoansTuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be effective deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as of to itself) that the last day of the Interest Period then conditions specified in effect Sections 6.1 (with respect to the initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial USActive 58236919.3 advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable LIBOR Rate LoansBorrowing. If a Borrower Party requests a No Request for Borrowing of, conversion to, shall be valid hereunder for any purpose unless it shall have been accompanied or continuation of LIBOR Rate Loans preceded by the information and other documents required to be delivered in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthaccordance with this Section.

Request for Borrowing. Each The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may be by telephone, if confirmed in writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Loans from one Type of Loan to the otherExhibit E hereto, and each continuation of LIBOR Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan Notice denominated in Dollars, (and each Loan Notice submitted by B) 11:00 at least one (1) Business Day prior to the requested date of a Qualified Borrower must Borrowing to be countersigned by denominated in Dollars (other than a Responsible Officer of BorrowerReference Rate Loan). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. , (C) 11:00 a.m. at least: (i) least three (3) Business Days prior to the requested date of any a Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Eurocurrency Rate Loans; and (iiD) one at least five (15) Business Day Days prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall an RFR Loan; and (ii) must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day); (CB) the principal amount and Currency of Loans to be borrowed, converted or continuedsuch Borrowing; (DB) the Type of Loans to be borrowed or to which existing Loans are to be convertedborrowed; (EC) if applicable, the duration of the Interest Period with respect theretoPeriod; and (FD) to which account the proceeds of such Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. If a Borrower Party fails For the avoidance of doubt, with respect to specify a Type of Loan in a Loan Notice or any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to give Request for Borrowing is submitted by 11:00 p.m. on a timely notice requesting a conversion or continuationMonday, then the applicable Loans Borrowing shall be made ason the immediately following Thursday in accordance with Section 2.8 hereof, or converted toprovided that each of Monday, Base Rate LoansTuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by USActive 58236919.3 -42- each applicable Borrower. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be effective deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as of to itself) that the last day of the Interest Period then conditions specified in effect Sections 6.1 (with respect to the initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable LIBOR Rate LoansBorrowing. If a Borrower Party requests a No Request for Borrowing of, conversion to, shall be valid hereunder for any purpose unless it shall have been accompanied or continuation of LIBOR Rate Loans preceded by the information and other documents required to be delivered in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthaccordance with this Section.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to electronic mail pursuant to, and in accordance with the Administrative Agent terms of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)this Credit Agreement. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR RFR Rate Loans or of any conversion of LIBOR RFR Rate Loans to Alternate Base Rate Loans; and (ii) three (3) Business Days (or four (4) Business Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative Currency; and (iii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each telephonic notice by the Borrower pursuant to (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the applicable Interest Rate Step-Down. If a the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base RFR Rate Loans. Any such automatic conversion to Base RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Alternate Base Rate Loans. If a , it being understood that the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR may cause any Alternate Base Rate Loans in any such Loan Notice, but fails to specify be converted to RFR Rate Loans at the end of an Interest PeriodPeriod upon three (3) Business Days prior written notice, it will and subject to the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)electronic mail. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. 10:00 a.m. at least: (i) three one (31) Business Days Day prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to on the same day of requested date of any Borrowing of Base Rate Loans. Each telephonic or electronic mail notice by the Borrower pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice (which may be delivered by electronic mail), appropriately completed and signed by a Responsible Officer of such Borrower and accompanied by an updated Borrowing Base Report detailing the Available Revolving Amount calculated after giving effect to the requested Loans. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting (i) a conversion or continuationconversion, then the applicable Loans shall be made as, or converted to, Base a LIBOR Rate LoansLoan with an Interest Period of one month, or (ii) a continuation, then the applicable Loan shall be continued as a LIBOR Rate Loan, with an Interest Period of one month. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall Credit Extension will be made upon the applicable Borrower Party▇▇▇▇▇▇▇▇’s irrevocable notice to Administrative Agent, which may be given by (Ax) telephone or (By) a Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of BorrowerBorrowers), together with a Borrowing Base Certificate. Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: : (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Term Rate Loans Loans, or of any conversion of LIBOR Term Rate Loans to Base Rate Daily Simple SOFR Loans; and and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Daily Simple SOFR Loans. Each Loan Notice shall must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be such Borrowing (which shall must be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (ED) if applicable, the duration of the Interest Period with respect thereto; and (FE) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall will be made as, or converted to, Base Daily Simple SOFR Loans; provided, however, that in the case of a failure to timely request a continuation of Term Rate Loans, such Loans shall be continued as a Term Rate Loans with an Interest Period of one month (unless a Default or an Event of Default has occurred and is continuing, in which case such Loans shall automatically be converted to Daily Simple SOFR Loans). Any such automatic continuation of Term Loans or conversion to Base Rate Loans shall Daily Simple SOFR Loans, as applicable, will be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Term Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Term Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Without limitation of any other conditions herein, a Borrowing or continuation of or conversion to Term Rate Loans shall not be permitted if: (i) A Default or Event of Default has occurred and is continuing and has not been waived by Required Lenders or all Lenders, as applicable; or (ii) The requested Borrowing or continuation of or conversion to Term Rate Loans would cause more than ten (10) Interest Periods to be in effect at any one time for Term Rate Loans, after giving effect to all Term Rate Loans, all conversions of Loans from one Type to another, and all continuations of Loans as the same Type; or (iii) The requested interest period does not conform to the definition of Interest Period herein; or (iv) Any of the circumstances referred to in Section 3.03 shall apply with respect to the requested Borrowing or continuation of or conversion to Term Rate Loans.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the otheranother Type of Loan, and each continuation of LIBOR Rate Loans a Term SOFR Loan shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative AgentAgent (a “Request for Borrowing”), which may be given by telephone. Each notice: (Ai) telephone or (B) a Loan Notice; provided that any telephonic notice must shall be confirmed promptly by delivery furnished to the Administrative Agent no later than 2:00 p.m. (x) on the requested date of Borrowing in the case of a Loan Notice Base Rate Loan, provided that, any such Loans shall not exceed the Daily Borrowing Sublimit, or one (1) Business Day prior to the requested date of Borrowing for any Base Rate Loans in excess of the Daily Borrowing Sublimit, and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. (y) at least: (i) least three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation in the case of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loansa Term SOFR Loan; and (ii) one must specify: (1A) Business Day prior to the requested amount of such Borrowing; (B) the Interest Option; (C) the Interest Period therefor, if applicable; and (D) the date of any Borrowing such Borrowing, which shall be a Business Day. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of Base Rate Loansa written Loan Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party. Each Loan Notice (other than in connection with a continuation of an Interest Period) shall be delivered together with a Borrowing Base Certificate, and shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, continued as Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Term SOFR Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Borrowing, each conversion of Eurodollar Rate Loans or Base Rate Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Eurodollar Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may Agent in writing. Each such notice must be given received by Administrative Agent not later than 11:00 a.m. at least: (Ai) telephone two (2) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) two (2) Business Days prior to the conversion of Base Rate Loans to another Type of Loan or the continuation of Eurodollar Rate Loans; and (Biii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans or of any conversion of Eurodollar Rate Loans to Base Rate Loans. Each notice by a Loan Notice; provided that any telephonic notice Borrower Party pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the applicable Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurodollar Rate Loan or Base Rate Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Eurodollar Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) [reserved]; (E) the Type of Loans to be borrowed which any existing Eurodollar Rate Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. Each Loan Notice submitted by a Borrower Party shall be deemed to be a representation and warranty that the applicable conditions specified in Section 6.02 have been satisfied on and as of the date of the applicable Borrowing. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if Notice, the applicable Loan shall be made as a Eurodollar Rate Loan. If a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurodollar Rate Loan or Base Rate Loan, then the applicable Loans shall be made as, or converted to, Base Eurodollar Rate Loans. Any such automatic conversion to Base Rate Loans continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurodollar Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurodollar Rate Loan, it will be deemed to have specified an Interest Period of one (1) month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to electronic mail pursuant to, and in accordance with the Administrative Agent terms of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)this Credit Agreement. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR RFR Rate Loans or of any conversion of LIBOR RFR Rate Loans to Alternate Base Rate Loans; and (ii) three (3) Business Days (or four (4) Business Days, in the case of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in any Alternative Currency; and (iii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each telephonic notice by the Borrower pursuant to this Section 2.03 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of B▇▇▇▇▇▇▇ (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency[reserved]; and (I) whether such Loan is an ESG Credit Extension and the applicable Interest Rate Step-Down. If a the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base RFR Rate Loans. Any such automatic conversion to Base RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Alternate Base Rate Loans. If a , it being understood that the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR may cause any Alternate Base Rate Loans in any such Loan Notice, but fails to specify be converted to RFR Rate Loans at the end of an Interest PeriodPeriod upon three (3) Business Days prior written notice, it will and subject to the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans to Base Rate Loans; and (ii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans; provided that, with the consent of the Lenders, Borrowing of Alternate Base Rate Loans shall be made on a same-day basis if such notice is received by the Administrative Agent not later than 10:00 a.m. on the day of such Borrowing. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) [reserved]; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and USActive 61477672.3USActive 61994469.1-46- warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Borrowing, each conversion of Loans from one (1) Type of Loan to the other, and each continuation of LIBOR Term Rate Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) telephone, together with a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)Borrowing Base Certificate. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Term Rate Loans or of any conversion of LIBOR Term Rate Loans to Base Reference Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Reference Rate Loans. Each telephonic notice by Borrower pursuant to this Section 2.02 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of Borrower. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one (1) Type of Loan to the other, or a continuation of LIBOR Term Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; and (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, or conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base a Term Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Loan with an Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a of one (1) month; provided, however, that if Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Perioda Type of Loan in a Loan Notice delivered with adequate notice for a Term Rate Loan, it will be deemed to have specified a Term Rate Loan with an Interest Period of one (1) month.

Request for Borrowing. Each Borrowing, Borrowing and each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by email. Each such notice must be received by the Administrative Agent not later than (i) 11:00 a.m. at least (A) telephone two (2) Business Days prior to the requested date of any Borrowing of, conversion of or continuation of, a Term SOFR Loan, and (Bii) a Loan Notice; provided that at least one (1) Business Day prior to the requested date of any telephonic Borrowing of or continuation of, an Alternative Base Rate Loan. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrowerthe Borrowers). Each such Loan Notice must be received , unless otherwise agreed by the Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate LoansAgent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) if the requested Loan is an Alternative Base Rate Loan, whether such Loan shall be converted to a Term SOFR Loan on the date falling one (1) Business Day after repayment of such Alternative Base Rate Loan is due and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationNotice, then the applicable Loans Loan shall be made as an Alternate Base Rate Loan. During the existence of a Potential Default or an Event of Default, no Loans may be requested as, converted to or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective continued as a Term SOFR Loan without the consent of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthRequired Lenders.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)telephone. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, or conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate ABR Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate ABR Loans. Each telephonic notice by a Borrower Party pursuant to this Section 2.02(a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, which must be appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; (F) if a LIBOR Loan, the currency of the Loans to be borrowed; and (FG) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a type of currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loansa LIBOR Loan with an Interest Period of one (1) month. Any such automatic conversion to Base Rate LIBOR Loans with an Interest Period of one (1) month shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly received by Administrative Agent not later than 1:00 p.m. at least: (i) one (1) Business Day prior to the requested date of any Borrowing, provided, however, to the extent a Borrower Party requires same day funding for a Daily SOFR Loan or Base Rate Loan, in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Daily SOFR Loan or Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date; and (ii) three (3) Business Days prior to the conversion of Daily SOFR Loans to another Type of Syndicated Loan, the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Term SOFR Loans to another Type of Syndicated Loan or the continuation of Term SOFR Loans. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Term SOFR Loan or Daily SOFR Loan, or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds any portion of such Borrowing should is not to be directed. If funded by a Borrower Party fails Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to specify be funded instead as a Type Daily SOFR Loan, Term SOFR Loan or a Base Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of Loan in a Loan Notice through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Term SOFR, the Daily SOFR or if a Borrower Party fails to give a timely notice requesting a conversion or continuationthe Base Rate, then for the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect period prior to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation time such portion of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period is funded through the issuance of one month.Commercial Paper);

Request for Borrowing. Each BorrowingWhenever the Borrower desires to obtain a Loan hereunder or to convert an outstanding Loan into a Loan of another type provided for in this Agreement, each conversion of Loans from one Type of Loan the Borrower shall give to the other, and each continuation Lender written notice in the form of LIBOR Rate Loans shall be made upon Exhibit A hereto (or telephonic notice confirmed in a writing in the applicable Borrower Party’s irrevocable notice to Administrative Agentform of Exhibit A hereto), which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic written notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not the Lender no later than 1:00 p.m. at least: (i) three (3) Business Days prior to noon, Chicago time, on the day on which the requested date of any Borrowing of, conversion Loan is to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, a Base Rate LoansLoan, and (ii) noon, Chicago time, on the date two (2) Business Days before the day on which the requested Loan is to be made as, or converted to, a Eurodollar Rate Loan. Any Each such automatic conversion to notice (a “Loan Request”) shall specify the type of Loan (i.e., Base Rate Loans shall Loan or Eurodollar Rate Loan), the Drawdown Date, or (as the case may be) the date of conversion, and principal amount of each Loan or the principal portion thereof to be effective as converted, the interest rate option to be applicable thereto, and the duration of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will if any (subject, in any case, to the provisions of the definition of the term “Interest Period”), and shall be deemed substantially in the form of Exhibit A; provided, however, that when any Default or Event of Default is continuing, no Base Rate Loan may be converted into a Eurodollar Rate Loan. Each Loan Request shall be irrevocable and binding on the Borrower, and shall obligate the Borrower to have specified accept the Loan of the type requested from the Lender on the proposed Drawdown Date or (as the case may be) to convert the Loan or a portion thereof as requested. Each Loan Request shall be in a minimum amount of $3,000,000 or an Interest Period integral multiple of one month$250,000 in excess thereof.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly received by Administrative Agent not later than 1:00 p.m. at least: (i) one (1) Business Day prior to the requested date of any Borrowing, provided, however, to the extent a Borrower Party requires same day funding for a Daily SOFR Loan or Base Rate Loan, in an amount not to exceed $10,000,000, the Administrative Agent must have received notice for such Daily SOFR Loan or Base Rate Loan not later than 10:00 a.m. on the requested Borrowing date; and (ii) three (3) Business Days prior to the conversion of Daily SOFR Loans to another Type of Syndicated Loan, the conversion of Base Rate Loans to another Type of Syndicated Loan, the conversion of Term SOFR Loans to another Type of Syndicated Loan or the continuation of Term SOFR Loans. Each notice by a Borrower Party pursuant to this Section 2.02(a) must be by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Term SOFR Loan or Daily SOFR Loan, or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Daily SOFR Loan, Term SOFR Loan or a Base Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on Term SOFR, Daily SOFR or the Base Rate, for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed or to which any existing Loans are Syndicated Loan is to be converted; (EF) if applicablewith respect to a Term SOFR Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Syndicated Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Term SOFR Loan, then the applicable Loans Syndicated Loan shall be made as, or converted to, Base Rate Loansa Daily SOFR Loan. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthTerm SOFR Loan.

Request for Borrowing. Each Borrowing, each conversion of Eurocurrency Rate Loans, Floating LIBOR Rate Loans or Base Rate Loans from one Type of Loan to the otheranother, and each continuation of LIBOR Eurocurrency Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by telephone. Unless otherwise agreed by Administrative Agent, each such notice must be received by Administrative Agent not later than 11:00 a.m. at least: (Ai) telephone three (3) Business Days prior to the requested date of any Borrowing other than for a Base Rate Loan; (ii) three (3) Business Days prior to the conversion of Base Rate Loans to another Type of Loan, the conversion of Eurocurrency Rate Loans (or Floating LIBOR Rate Loan) to another Type of Loan or the continuation of (Ba) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of such Borrower Party (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (iwhether telephonic or written) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Eurocurrency Rate Loan, a Floating LIBOR Rate Loan or Base Rate Loan to another Type of Loan to the otherLoan, or a continuation of LIBOR Eurocurrency Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan or a Eurocurrency Rate Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Eurocurrency Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Loans to be borrowed which any existing Eurocurrency Rate Loans, Floating LIBOR Rate Loans or to which existing Base Rate Loans are to be converted; (EF) if applicablewith respect to a Eurocurrency Rate Loan, the duration of the Interest Period with respect thereto; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; and (H) the currency of the Loans to be borrowed. If a Borrower Party fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation with respect to a Eurocurrency Rate Loan or Base Rate Loan, then the applicable Loans shall be made as, or converted to, Base Rate Loans; provided, however, that in the case of a failure to timely request a continuation of Loans denominated in an Alternative Currency, such Loans shall be continued as Eurocurrency Rate Loans in their original currency with an Interest Period of one month. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Eurocurrency Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate RateRFR Loans shall be made upon the applicable Borrower PartyBorrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to electronic mail pursuant to, and in accordance with the Administrative Agent terms of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)this Credit Agreement. Each such Loan Notice notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate RateRFR Loans or of any conversion of LIBOR Rate RateRFR Loans to Alternate Base Rate Loans; and (ii) 10:00 a.m. at least three (3) Business Days (or four (4), in the case of borrowing of Loans denominated in Special Notice Currencies) prior to the requested date of any Borrowing of, conversion to or continuation of Loans denominated in Alternative Currencies; and (iii) 1:00 p.m. one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each telephonic notice by the Borrower pursuant to this Section 2.03 (a) must be confirmed promptly by delivery to Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of ▇▇▇▇▇▇▇▇. Each Loan Notice (whether telephonic or written) shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate RateRFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; (F) the currency of the Loans to be borrowed; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If the Borrower fails to specify a currency in a Loan Notice requesting a Borrowing, then the Loans so requested shall be made in Dollars. If the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate LIBOR RateRFR Loans; provided, however, no Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency. Any such automatic conversion to Base Rate LIBOR RateRFR Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Alternate Base Rate Loans. If a , it being understood that the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR may cause any Alternate Base Rate Loans in any such Loan Notice, but fails to specify be converted to LIBOR RateTerm RFR Loans at the end of an Interest PeriodPeriod upon three (3) Business Days prior written notice, it will and subject to the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation. Notwithstanding any term to the contrary contained herein, only Loans denominated in Dollars may be converted to Alternate Base Rate Loans.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans to Base Rate Loans; and (ii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) [reserved]; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may be by telephone, if confirmed in writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Loans from one Type of Loan to the otherExhibit E hereto, and each continuation of LIBOR Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan Notice denominated in Dollars, (and each Loan Notice submitted by B) 11:00 at least one (1) Business Day prior to the requested date of a Qualified Borrower must Borrowing to be countersigned by denominated in Dollars (other than a Responsible Officer of BorrowerReference Rate Loan). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. , (C) 11:00 a.m. at least: (i) least three (3) Business Days prior to the requested date of any a Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Eurocurrency Rate Loans; and (iiD) one at least five (15) Business Day Days prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall an RFR Loan; and (ii) must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day); (CB) the principal amount and Currency of Loans to be borrowed, converted or continuedsuch Borrowing; (DB) the Type of Loans to be borrowed or to which existing Loans are to be convertedborrowed; (EC) if applicable, the duration of the Interest Period with respect theretoPeriod; and (FD) to which account the proceeds of such Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and Lien (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. If a Borrower Party fails For the avoidance of doubt, with respect to specify a Type of Loan in a Loan Notice or any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to give Request for Borrowing is submitted by 11:00 p.m. on a timely notice requesting a conversion or continuationMonday, then the applicable Loans Borrowing shall be made ason the immediately following Thursday in accordance with Section 2.8 hereof, or converted toprovided that each of Monday, Base Rate LoansTuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be effective deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as of to itself) that the last day of the Interest Period then conditions specified in effect Sections 6.1 (with respect to the initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable LIBOR Rate LoansBorrowing. If a Borrower Party requests a No Request for Borrowing of, conversion to, shall be valid hereunder for any purpose unless it shall have been accompanied or continuation of LIBOR Rate Loans preceded by the information and other documents required to be delivered in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthaccordance with this Section.

Request for Borrowing. Each requesting Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may by electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Loans from one Type of Loan to the otherExhibit E hereto, and each continuation of LIBOR Rate Loans which notice shall be made irrevocable effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than 11:00 a.m. (v) on the requested date of Borrowing in the case of a Loan Notice Reference Rate Loan, (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. w) at least: least five (i) three (35) Business Days prior to the requested date of any Borrowing ofin the case of a Daily Simple ▇▇▇▇▇ Loan, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (iix) at least one (1) Business Day prior to the requested date of any Borrowing in the case of Base a Daily Simple SOFR Borrowing, (y) at least two (2) Business Days prior to the requested date of Borrowing in the case of a Term SOFR Borrowing, and (z) at least four (4) Business Days prior to the requested date of Borrowing in the case of an Eurocurrency Term Rate Loans. Each Loan Notice shall or Term ▇▇▇▇▇ Loan (or, in each case, such shorter period as the Administrative Agent and each Lender may approve in its sole discretion); and (ii) must specify: (A) whether the Borrower Party is requesting a amount of such Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested Interest Option if such Loan is to be funded in Dollars; (C) the Interest Period therefor, if applicable; (D) the currency of such Borrowing; and (E) the date of the such Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 11:00 a.m. shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have been given by the applicable Borrower on the next succeeding Business Day. Each Request for Borrowing submitted by the requesting Borrower shall be deemed to be a representation and warranty by each Credit Party that the conditions specified an Interest Period in Sections 6.1, in the case of one monththe initial Borrowing, and Section 6.2 and, to the extent applicable, Section 6.3, have been satisfied on and as of the date of the applicable Borrowing. No Request for Borrowing shall be valid hereunder for any purpose unless it shall have been accompanied or preceded by the information and other documents required to be delivered in accordance with this Section 2.3, unless the delivery of such information or documents has been waived by the Required Lenders or provided prior to the date of Borrowing in a manner acceptable to the Administrative Agent in its sole discretion.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Loans shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly immediately by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each The applicable Borrower shall give the Administrative Agent notice at the Agency Services Address of the date of each requested Borrowing hereunder, which notice may be by telephone, if confirmed in writing, facsimile, electronic mail, or other written communication (a “Request for Borrowing”), each conversion substantially in the form of Loans from one Type of Loan to the otherExhibit E hereto, and each continuation of LIBOR Rate Loans which notice shall be made effective upon receipt by the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may . Each Request for Borrowing: (i) shall be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery furnished to the Administrative Agent no later than (A) 10:00 a.m. the same Business Day of a Borrowing that shall be a Reference Rate Loan Notice denominated in Dollars, (and each Loan Notice submitted by B) 11:00 at least one (1) Business Day prior to the requested date of a Qualified Borrower must Borrowing to be countersigned by denominated in Dollars (other than a Responsible Officer Reference Rate Loan), (C) 11:00 a.m. at least three (3) Business Days prior to the requested date of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. a Borrowing of Eurocurrency Rate Loans, (D) at least: (i) USActive 58236919.3 -42- least three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; an RFR Loan denominated in Canadian Dollars and (iiE) one at least five (15) Business Day Days prior to the requested date of any Borrowing of Base Rate Loans. Each an RFR Loan Notice shall denominated in Sterling; and (ii) must specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be Borrowing (which shall be a Business Day); (CB) the principal amount and Currency of Loans to be borrowed, converted or continuedsuch Borrowing; (DB) the Type of Loans to be borrowed or to which existing Loans are to be convertedborrowed; (EC) if applicable, the duration of the Interest Period with respect theretoPeriod; and (FD) to which account the proceeds of such Borrowing should be directed; and (E) confirmation that such Borrowing will be secured (either directly or indirectly) by a first priority, exclusive security interest and ▇▇▇▇ (subject to Permitted Liens), granted to the Administrative Agent, for the benefit of the Secured Parties, in and on the Unfunded Feeder Commitments and the other applicable Collateral as provided in Section 5.1 hereof. If a Borrower Party fails For the avoidance of doubt, with respect to specify a Type of Loan in a Loan Notice or any Borrowing that is subject to three (3) Business Days’ prior notice, if a Borrower Party fails to give Request for Borrowing is submitted by 11:00 p.m. on a timely notice requesting a conversion or continuationMonday, then the applicable Loans Borrowing shall be made ason the immediately following Thursday in accordance with Section 2.8 hereof, or converted toprovided that each of Monday, Base Rate LoansTuesday, Wednesday and Thursday of that week are Business Days. If multiple Borrowers request a Borrowing on the same date, then a separate Request for Borrowing shall be submitted by each applicable Borrower. Any such automatic conversion to Base Rate Loans Request for Borrowing received by the Administrative Agent after 2:00 p.m. shall be effective deemed to have been given by the applicable Borrower(s) on the next succeeding Business Day. Each Request for Borrowing submitted by a Borrower shall be deemed to constitute a representation and warranty by the applicable Borrower providing such Request for Borrowing (and, additionally, it is agreed by each other Borrower that is shall also be deemed to constitute a representation and warranty by each such Borrower as of to itself) that the last day of the Interest Period then conditions specified in effect Sections 6.1 (with respect to the initial advance under this Credit Agreement), 6.2 and 6.3 (with respect to the initial advance under this Credit Agreement to a Qualified Borrower) have been satisfied on and as of the date of the applicable LIBOR Rate LoansBorrowing. If a Borrower Party requests a No Request for Borrowing of, conversion to, shall be valid hereunder for any purpose unless it shall have been accompanied or continuation of LIBOR Rate Loans preceded by the information and other documents required to be delivered in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthaccordance with this Section.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s Borrowers’ irrevocable notice to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower)email. Each such Loan Notice notice must be received by the Administrative Agent not later than 1:00 p.m. at least: (i) 11:00 a.m. at least (A) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Term SOFR Loans or of any conversion of LIBOR Term SOFR Loans to Alternate Base Rate Loans to Base Rate Loans; and (ii) 11:00 a.m. at least one (1) Business Day prior to the requested date of any Borrowing of Alternate Base Rate Loans. Each emailed notice by any Borrower pursuant to this Section 2.03(a) must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice, appropriately completed and signed by a Responsible Officer of the Borrowers (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible USActive 60330059.19 -45- Officer of the Borrowers), unless otherwise agreed by the Administrative Agent. Each Loan Notice (whether emailed or written) shall specify: (A) whether the Borrower Party is Borrowers are requesting a Borrowing, a conversion of Loans a Loan from one Type of Loan to the other, or a continuation of LIBOR Rate Loansa Term SOFR Loan; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans the Loan to be borrowed, converted or continued; (D) the Type of Loans Loan to be borrowed or to which existing Loans are Loan is to be converted; (E) if applicable, the duration of the Interest Period with respect theretofor any Term SOFR Loan; (F) [reserved]; and (FG) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails the Borrowers fail to specify a Type of Loan in a Loan Notice or if a Borrower Party fails the Borrowers fail to give a timely notice requesting a conversion or continuationconversion, then the applicable Loans Loan shall be made as, or converted to, Base Rate Loansa Term SOFR Loan. Any such automatic conversion to Base Rate Loans a Term SOFR Loan shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansLoan. If the Borrowers fail to give timely notice requesting a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any Term SOFR Loans, then such Term SOFR Loan Notice, but fails to specify an shall be automatically renewed with the same Interest Period, it will . Each Loan Notice submitted by the Borrowers shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each (a) To request a Borrowing to be made on the Effective Date, the Borrower shall notify the Administrative Agent of such [[NYCORP:3072687v11:4452W:07/11/08--04:02 p]] request by telephone (a) in the case of a LIBOR Borrowing, each conversion not later than 11:00 a.m., Local Time, three Business Days before the date of Loans from one Type of Loan to the otherproposed Borrowing, and each continuation (b) in the case of LIBOR Rate Loans an ABR Borrowing, not later than 10:00 a.m., Local Time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon the applicable Borrower Party’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a Loan Notice (written Borrowing Request in a form approved by the Administrative Agent and each Loan Notice submitted signed by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) three (3) Business Days prior to the requested date aggregate principal amount of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and such Borrowing; (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a such Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); ; (C) the principal amount of Loans to be borrowed, converted or continued; (Diii) the Type of Loans such Borrowing; (iv) in the case of a LIBOR Borrowing, the initial Interest Period to be borrowed or applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which existing Loans funds are to be converted; (E) disbursed, which shall comply with the requirements of Section 2.07. Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if applicablesuch failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the duration Administrative Agent shall advise each Lender of the Interest Period with respect thereto; details thereof and (F) to which account of the proceeds amount of such Borrowing should be directed. If a Borrower Party fails Lender’s Loan to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base Rate Loans. Any such automatic conversion to Base Rate Loans shall be effective as part of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate Loans. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one monthrequested Borrowing.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to or continuation of LIBOR Rate Loans or of any the conversion of LIBOR Base Rate Loans to Base Rate another Type of Syndicated Loan or the continuation of Term SOFR Loans; and (iiiii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Daily Simple SOFR, Adjusted Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Daily SOFR Loans, Term SOFR Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice 4857-3757-1665 v.17 requesting a conversion or continuationcontinuation of a Term SOFR Loan, then the applicable Loans Loan shall be made ascontinued as a Term SOFR Loan with an Interest Period of one month, or converted to, Base Rate Loans. Any and such automatic conversion to Base Rate Loans continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansTerm SOFR Loan. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Term SOFR Loan, it will be deemed to have specified an Interest Period of one month.

Request for Borrowing. Each Borrowing, each conversion of Loans from one Type of Loan to the other, and each continuation of LIBOR RFR Rate Loans shall be made upon the applicable Borrower Partya Borrower’s irrevocable notice to Administrative Agent, which may be given by (A) telephone or by electronic mail pursuant to, and in accordance with the terms of this Credit Agreement. Each 38 LEGAL_US_E # 163726163.4 (Ba) a Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Administrative Agent of a written Loan Notice Notice, appropriately completed and signed by a Responsible Officer of Borrower (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of the Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. at least: (iwhether telephonic or written) three (3) Business Days prior to the requested date of any Borrowing of, conversion to or continuation of LIBOR Rate Loans or of any conversion of LIBOR Rate Loans to Base Rate Loans; and (ii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one Type of Loan to the other, or a continuation of LIBOR RFR Rate Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day); (C) the principal amount of Loans to be borrowed, converted or continued; (D) the Type of Loans to be borrowed or to which existing Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed; (G) the applicable Borrower(s) and Fund Group(s) (and, in the case of a Borrowing by a Qualified Borrower, the identity of the Borrower(s) that will guaranty such Borrowing); (H) whether such Loan shall be denominated in Dollars or an Alternative Currency; and (I) whether such Loan is an ESG Credit Extension and the applicable Interest Rate Step-Down. If a the Borrower Party fails to specify a Type of Loan in a Loan Notice or if a the Borrower Party fails to give a timely notice requesting a conversion or continuation, then the applicable Loans shall be made as, or converted to, Base RFR Rate Loans. Any such automatic conversion to Base RFR Rate Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Alternate Base Rate Loans. If a , it being understood that the Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR may cause any Alternate Base Rate Loans in any such Loan Notice, but fails to specify be converted to RFR Rate Loans at the end of an Interest PeriodPeriod upon three (3) Business Days prior written notice, it will and subject to the requirements set forth in this Agreement. Each Loan Notice submitted by the Borrower shall be deemed to be a representation and warranty that the conditions specified in Sections 7.01 and 7.02 have specified an Interest Period been satisfied on and as of one monththe date of the applicable Borrowing, conversion or continuation.

Request for Borrowing. Each Except with respect to Swingline Loans which are addressed in Section 2.07, each Borrowing, each conversion of Daily SOFR Loans or Term SOFR Loans or Base Rate Loans from one Type of Syndicated Loan to the otheranother, and each continuation of LIBOR Rate Term SOFR Loans shall be made upon the applicable Borrower Party’s irrevocable written notice to Administrative Agent. Unless otherwise agreed by Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic each such notice must be confirmed promptly by delivery to the Administrative Agent of a Loan Notice (and each Loan Notice submitted by a Qualified Borrower must be countersigned by a Responsible Officer of Borrower). Each such Loan Notice must be received by Administrative Agent not later than 1:00 p.m. 11:00 a.m. at least: (i) three (3) Business Days prior to the requested date of any Borrowing of, conversion other than for a Base Rate Loan or Daily SOFR Loan; (ii) three (3) Business Days prior to or continuation of LIBOR Rate Loans or of any the conversion of LIBOR Base Rate Loans to Base Rate another Type of Syndicated Loan or the continuation of Term SOFR Loans; and (iiiii) one (1) Business Day prior to the requested date of any Borrowing of Base Rate Loans or Daily SOFR Loans or of any conversion of Daily SOFR Loans or Term SOFR Loans to Base Rate Loans. Each Loan Notice shall specify: (A) whether the Borrower Party is requesting a Borrowing, a conversion of Loans from one a Daily SOFR Loan, Term SOFR Loan or Base Rate Loan to another Type of Loan to the otherSyndicated Loan, or a continuation of LIBOR Rate Term SOFR Loans; (B) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day, the “Loan Date”); (C) the principal amount of Syndicated Loans to be borrowed, converted or continued; (D) if any portion of such Borrowing is not to be funded by a Conduit Lender through the issuance of Commercial Paper, whether such portion of such Borrowing is to be funded instead as a Base Rate Loan, Daily SOFR Loan or Term SOFR Loan (it being understood that if any Conduit Lender elects to fund any portion of a Loan through its Liquidity Provider, such Conduit Lender’s Funding Agent shall determine whether such portion shall bear interest based on the Daily Simple SOFR, Adjusted Term SOFR Rate or the Base Rate for the period prior to the time such portion of such Loan is funded through the issuance of Commercial Paper); (E) the Type of Syndicated Loans to be borrowed which any existing Daily SOFR Loans, Term SOFR Loans or to which existing Base Rate Loans are to be converted; (E) if applicable, the duration of the Interest Period with respect thereto; and (F) to which account the proceeds of such Borrowing Borrowing, conversion or continuation should be directed. If a Borrower Party fails to specify a Type of Loan in a Loan Notice or if a Borrower Party fails to give a timely notice requesting a conversion or continuationcontinuation of a Term SOFR Loan, then the applicable Loans Loan shall be made ascontinued as a Term SOFR Loan with an Interest Period of one (1) month, or converted to, Base Rate Loans. Any and such automatic conversion to Base Rate Loans continuation shall be effective as of the last day of the Interest Period then in effect with respect to the applicable LIBOR Rate LoansTerm SOFR Loan. If a Borrower Party requests a Borrowing of, conversion to, or continuation of LIBOR Rate Loans in any such Loan Notice, but fails to specify an Interest PeriodPeriod with respect to a Term SOFR Loan, it will be deemed to have specified an Interest Period of one (1) month.