Common use of Requests for Swing Loans Clause in Contracts

Requests for Swing Loans. The Company, on behalf of the Borrowers, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) on the date upon which the Company requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given Interest Period (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred to the Company’s Designated Disbursement Account. Anything contained in the foregoing to the contrary notwithstanding the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrowers shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company requests Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrowers. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrowers at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Company shall give the Administrative Agent prior notice (which may be written or oral) (i) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Domestic Rate plus the Applicable Margin be made, of and (ii) no later than 12:00 noon (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Swing Line Bank’s Quoted Rate be made, and such notice shall include the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender Bank of any such notice received from the Company. Within 30 minutes after After receiving such notice, the Swing Line Lender Bank shall in its discretion quote an interest rate to the Company at which the Swing Line Lender Bank would be willing to make such Swing Loan available to the Borrowers Company for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Bank’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does not so immediately accept the Swing Line Bank’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line Bank’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Domestic Rate Loans under the Revolving Credit to the Base Domestic Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Company shall be deposited or otherwise wire transferred to the Company’s Designated Disbursement AccountAccount or as the Company, the Agent, and the Swing Line Bank may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender Bank shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingBanks).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such noticeThereafter, the Swing Line Lender shall notify the Administrative Agent (who shall thereafter promptly notify the Borrower) whether or not it has elected to make such Swing Loan. If the Swing Line Lender agrees to make such Swing Loan, it may in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to an account of the Company’s Designated Disbursement AccountBorrower maintained with the Administrative Agent or its Affiliate or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to an account of the CompanyBorrower’s Designated Disbursement Accountmaintained with the Administrative Agent or its Affiliate or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, applicable Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Companya Borrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company applicable Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Each Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company applicable Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement Accountapplicable Borrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingBorrower during any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than (x) 12:00 Noon (Chicago time) on the date upon which the Borrower requests that any Swing Loan be made at the Administrative Agent’s Quoted Rate and (y) 3:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be madeat the Base Rate, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate as from time to time in effect. If the Borrower requests a Swing Loan at the Base Rate, such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for the Interest Period selected by Base Rate Loans under the CompanyRevolving Credit to the Base Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, ’ Agent shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 1:00 p.m. (Chicago Cincinnati time) on the date upon which the Company Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrowers’ Agent at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does Borrowers do not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrowers on the date so requested at the offices of the Administrative Agent in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 2:00 p.m. (Chicago New York City time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to an account of the CompanyBorrower’s Designated Disbursement Accountmaintained with the Administrative Agent or its Affiliate or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company requests Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrowers. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Each of the Borrowers acknowledge acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrowers shall be deposited or otherwise wire transferred to the Company’s Borrowers’ Designated Disbursement AccountAccount or as the Borrower Representative, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, U.S. Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Companysuch Borrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company U.S. Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge U.S. Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If U.S. Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the U.S. Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to U.S. Borrower shall be deposited or otherwise wire transferred to the Companysuch Borrower’s Designated Disbursement AccountAccount or as such Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, ’ Agent shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral) ), no later than 3:00 1:00 p.m. (Chicago Cincinnati time) on the date upon which the Company Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, the Interest Period selected therefor. The Administrative Agent shall promptly advise requested therefore, and, with respect to Canadian Swing Loans, the Swing Line Lender requested currency of any such notice received from the CompanyCanadian Dollars or U.S. Dollars. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and any such Swing Loan advanced in U.S. Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect, and any such Canadian Swing Loan advanced in Canadian Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Canadian Prime Rate Loans to the Interest Period selected by the CompanyCanadian Prime Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of any such Swing Loan advanced in U.S. Dollars shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio, and the proceeds of such Canadian Swing Loan advanced in Canadian Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that , and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 12:00 Noon (Chicago time) in the case of a Swing Loan to bear interest at the Administrative Agent's Quoted Rate and 2:00 p.m. (Chicago time) in the case of any other Swing Loan in each case on the date upon which the Company Borrower requests that any such Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company Borrower does not so immediately accept the Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the Administrative Agent's principal office in Chicago, Illinois (or by wire transfer of funds pursuant to the Borrower's written instructions to the Administrative Agent). Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise notify the Swing Line Lender of any such notice received from the Companyrequest. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available by the Swing Line Lender to the CompanyBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowersapplicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company, on behalf of the applicable Borrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate (which shall never be less than the Administrative Agent’s cost of funds) to the Company Company, on behalf of the applicable Borrower, at which the Swing Line Lender would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If the Company, and if on behalf of the Company applicable Borrower, does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrowers shall be deposited or otherwise wire transferred to the Companysuch Borrower’s Designated Disbursement AccountAccount or as the Company, on behalf of the relevant Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Swing Lender and the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower, the Swing Lender and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance the making of any a Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or and the Required Lenders. No ) and (ii) the Swing Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower's operating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Company shall give the Administrative Agent prior notice (which may be written or oral) (i) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Domestic Rate plus the Applicable Margin be made, of or (ii) no later than 12:00 noon (Chicago time) on the date upon which the Company requests that any Swing Loan bearing interest at the Swing Line Bank’s Quoted Rate be made, and such notice shall include the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender Bank of any such notice received from the Company. Within 30 minutes after After receiving such notice, the Swing Line Lender Bank shall in its discretion quote an interest rate to the Company at which the Swing Line Lender Bank would be willing to make such Swing Loan available to the Borrowers Company for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Bank’s Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does not so immediately accept the Swing Line Bank’s Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Swing Line Bank’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Domestic Rate Loans under the Revolving Credit to the Base Domestic Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Company shall be deposited or otherwise wire transferred to the Company’s Designated Disbursement AccountAccount or as the Company, the Agent, and the Swing Line Bank may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender Bank shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingBanks).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago New York time) on the date upon which the Company Borrower Representative requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower Representative. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if acceptance or rejection by the Company Borrower Representative in its sole discretion. If the Borrower Representative does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower Representative for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrowers shall be deposited or otherwise wire transferred to the Company’s Borrowers’ Designated Disbursement AccountAccount or as the Borrower Representative, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected thereforLoan. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given Interest Period Borrower (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote Swing Line Lender’s Quoted Rate is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Each Borrower shall give the Administrative Agent prior notice (which may be written or oral) notice, no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company such Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Agent shall in its discretion quote an interest rate to the Company such Borrower at which the Swing Line Lender Agent would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Agent’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If a Borrower does not so immediately accept the Agent’s Quoted Rate for the full amount requested by the Borrowers such Borrower for such Swing Loan, the Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans that are Revolving Loans to the Base Rate for the Interest Period selected by the Company. Subject as from time to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred to the Company’s Designated Disbursement Accounttime in effect. Anything contained in the foregoing to the contrary notwithstanding and without limitation thereof, the undertaking Agent shall not be obligated to make more than one Swing Loan during any one day. As an accommodation to Borrowers, Agent may permit telephone requests for Swing Loans, which the Borrowers shall promptly confirm in writing. Unless a Borrower specifically directs Agent in writing not to accept or act upon telephonic communications from such Borrower, Agent shall have no liability to Borrowers for any loss or damage suffered by a Borrower as a result of Agent’s honoring in good faith of any requests, execution of any instructions or authorizations communicated to it telephonically and Agent shall have no duty to verify the origin of any such communication or the authority of the Person making it. Each Borrower hereby irrevocably authorizes Agent to disburse the proceeds of each Swing Line Lender to make Swing Loans Loan as follows: such proceeds shall be subject to all disbursed by Agent in lawful money of the terms and conditions United States of this Agreement; provided that the Swing Line Lender shall America in immediately available funds, by wire transfer or Automated Clearing House (ACH) transfer to such bank account as may be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary agreed upon by the Administrative Borrowers and Agent from time to time, or the Required Lenders. No Lender shall acquire a participation in a Swing Loan elsewhere if pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at a written direction from the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingBorrowers.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 12:00 Noon (Chicago time) in the case of a Swing Loan to bear interest at the Administrative Agent’s Quoted Rate and 2:00 p.m. (Chicago time) in the case of any other Swing Loan in each case on the date upon which the Company Borrower requests that any such Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested at the Administrative Agent’s Designated Disbursement Accountprincipal office in Chicago, Illinois (or by wire transfer of funds pursuant to the Borrower’s written instructions to the Administrative Agent). Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent LaSalle prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and and, if applicable, the interest period selected therefor (the "Quoted Interest Period selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyPeriod"). Within 30 one hundred twenty (120) minutes after receiving such notice, the Swing Line Lender LaSalle shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender LaSalle would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Quoted Interest Period (the rate so quoted for a given the Quoted Interest Period being herein referred to as the “"Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans from time to the Base Rate for the Interest Period selected by the Companytime in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower no later than 3:00 p.m. (Chicago time) on the date so requested in funds immediately available at the principal office of LaSalle in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender LaSalle to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender Agreement and (ii) LaSalle shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to during any one day. LaSalle shall promptly notify the contrary by Administrative Agent, and the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a thereafter notify each Bank, of each Swing Loan pursuant to this Section 2 if an Event and the amount of Default shall have occurred and be continuing at the time such each Swing Loan was made since the last notice. The Borrower agrees that LaSalle may rely on any such telephonic or telecopy notice given by any person LaSalle in good faith believes is an authorized representative of the Borrower without the necessity of independent investigation, and either in the Administrative Agent or the Required Lenders event any such notice by telephone conflicts with any written confirmation, such telephonic notice shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuinggovern if LaSalle has acted in reliance thereon.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than (i) 11:30 a.m. (Chicago time) on the date upon which the Borrower requests that any Swing Loan bearing interest at the Swing Line Lender’s Quoted Rate be made, and (ii) 3:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan that is a Base Rate Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower may direct. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the ‑39‑ foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The CompanyRC2 Brands, on behalf of the Borrowersapplicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate (which shall never be less than the Administrative Agent’s cost of funds) to RC2 Brands, on behalf of the Company applicable Borrower, at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Administrative Agent’s Quoted Rate”"). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If RC2 Brands, and if on behalf of the Company applicable Borrower, does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers applicable Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement Accountapplicable Borrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by , and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Company shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Company for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Administrative Agent's Quoted Rate”"). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does not so immediately accept the Administrative Agent's Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Company’s Designated Disbursement Account's operating account maintained with the Administrative Agent or as the Company and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 12:00 noon (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower by wire transfer to an account designated by the Borrower. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Company shall give the Administrative Agent Xxxxxx Bank prior notice (which may be written or oral) no later than (i) 3:00 p.m. (Chicago time) in the case of Swing Loans bearing interest at the Domestic Rate and (ii) no later than 11:00 a.m. (Chicago time) in the case of Swing Loans bearing interest at Xxxxxx Bank's Quoted Rate, in each case on the date upon which the Company requests that any Swing Loan be made, of the amount and date of such Swing Loan and in the event the Company is requesting the Swing Loan be made available by a Quoted Rate Portion, the Interest Period selected therefor. The Administrative Agent shall promptly advise If the Company has requested that such Swing Line Lender of any such notice received from the Company. Within 30 Loan be made available as a Quoted Rate Portion, within thirty (30) minutes after receiving such notice, the Swing Line Lender Xxxxxx Bank shall in its discretion quote an interest rate determined in its discretion to the Company at which the Swing Line Lender Xxxxxx Bank would be willing to make such Swing Loan available to the Borrowers Company for a given such Interest Period (the rate so quoted for a given Interest Period being herein referred to as the “"Xxxxxx Bank's Quoted Rate”"). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company does not so immediately accept the Xxxxxx Bank's Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Xxxxxx Bank's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear be made bearing interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans with reference to the Base Domestic Rate as set forth in Section 1.5(d) above unless the Company has specifically in its notice to Xxxxxx Bank for the Interest Period selected by the Companysuch Swing Loan specifically requested otherwise, in which event such Swing Loan shall not be made at all. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountCompany in immediately available funds on the date so requested at the offices of the Agent in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Xxxxxx Bank to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender Agreement and (ii) Xxxxxx Bank shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) on the date upon which the Company requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given Interest Period (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountCompany on the date so requested at the offices of the Swing Line Lender in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected thereforLoan. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given Interest Period Borrower (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote Swing Line Lxxxxx’s Quoted Rate is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas provided in Section 1.7(b)(i) above. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois (or by wire transfer of funds pursuant to the written instructions of the Borrower to the Administrative Agent and the Swing Line Lender). Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance the making of any a Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred ) and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified (ii) the Swing Line Lender prior shall not be obligated to the time such make more than one Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit Commitment to the Base Rate for the Interest Period selected by the Company. Subject as from time to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred to the Company’s Designated Disbursement Accounttime in effect. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent Xxxxxx prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Xxxxxx shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Xxxxxx would be willing to make such Swing Loan available to the Borrowers Borrower for a given Interest Period (the rate so quoted for a given Interest Period being herein referred to as the “Xxxxxx’ Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company Borrower does not so immediately accept the Xxxxxx’ Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Xxxxxx’ Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the CompanyBorrower. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of Xxxxxx in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Xxxxxx to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender Agreement and (ii) Xxxxxx shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower Representative shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago time) on the date upon which the Company Borrower Representative requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower Representative. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower Representative at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if acceptance or rejection by the Company Borrower Representative in its sole discretion. If the Borrower Representative does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower Representative for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrowers shall be deposited or otherwise wire transferred to the Company’s Borrowers’ Designated Disbursement AccountAccount or as the Borrower Representative, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.to

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than (i) 11:30 a.m. (Chicago time) on the date upon which the Borrower requests that any Swing Loan bearing interest at the Administrative Agent’s Quoted Rate be made, and (ii) 3:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan that is a Base Rate Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower may direct. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Swing Line Lender's Quoted Rate”"). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender's Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to the Borrower shall be deposited or otherwise wire transferred to the Company’s Borrower's Designated Disbursement AccountAccount or as the Borrower, the Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).

Requests for Swing Loans. The Company, on behalf of the Borrowers, ’ Agent shall give the Administrative Agent Swing Line Lender prior notice (which may be written or oral) ), no later than 3:00 1:00 p.m. (Chicago Cincinnati time) on the date upon which the Company Borrowers’ Agent requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, the Interest Period selected therefor. The Administrative Agent shall promptly advise requested therefore, and, with respect to Canadian Swing Loans, the Swing Line Lender requested currency of any such notice received from the CompanyCanadian Dollars or U.S. Dollars. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does Borrowers do not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrowers’ Agent for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and any such Swing Loan advanced in U.S. Dollars Exhibit 10.1 shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate as from time to time in effect, and any such Canadian Swing Loan advanced in Canadian Dollars shall bear interest at the rate per annum determined by adding the Applicable Margin for Canadian Prime Rate Loans to the Interest Period selected by the CompanyCanadian Prime Rate as from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of any such Swing Loan advanced in U.S. Dollars shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio, and the proceeds of such Canadian Swing Loan advanced in Canadian Dollars shall be made available to the Borrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that , and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) 12:00 Noon on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan and Loan, and, if applicable, the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Xxxxxxxx acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company . If Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such each Swing Loan extended to Borrower shall be deposited or otherwise wire transferred to the CompanyBorrower’s Designated Disbursement AccountAccount or as Borrower, Administrative Agent, and the Swing Line Lender may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders). No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.(d)

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected therefor. The requested therefor and the Administrative Agent shall promptly advise notify the Swing Line Lender of any such notice received from the Companyrequest. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or its Affiliate or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an not advance of any Swing Loan if it shall have been satisfied unless notified received prior to 2:00 p.m. on the contrary by date of the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a proposed Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either Borrowing a notice from the Administrative Agent or the Required Lenders shall have notified that one or more of the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingconditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an not advance of any Swing Loan if it shall have been satisfied unless notified received prior to 2:00 p.m. on the contrary by date of the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a proposed Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either Borrowing a notice from the Administrative Agent or the Required Lenders shall have notified that one or more of the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingconditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The Company, on behalf of the Borrowers, ’ Agent shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company requests Borrowers request that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrowers’ Agent. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrowers’ Agent at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrowers’ Agent does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrowers on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 1:00 p.m. (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested in an account of the Borrower maintained with the Swing Line Lender. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be Table of Contents subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowersapplicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 2:00 p.m. (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender shall may in its discretion quote an interest rate to the Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers applicable Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Company acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Company for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement Accountapplicable Borrower on the date so requested at the offices of the Swing Line Lender in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an not advance of any Swing Loan if it shall have been satisfied unless notified received prior to 2:00 p.m. on the contrary by date of the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a proposed Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either Borrowing a notice from the Administrative Agent or the Required Lenders shall have notified that one or more of the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingconditions precedent contained in Section 7.2 hereof is not then satisfied.

Requests for Swing Loans. The CompanyExcept with respect to Alternative Currency Loans, on behalf of which are governed by Section 1.7(d), the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after After receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding sum of the Applicable Margin for Base Rate Loans to plus the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Agent in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago New York time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at such account with such financial institution as the Administrative Agent has previously agreed to with the Borrower. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The CompanyRCE, on behalf of the Borrowersapplicable Borrower, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. 12:00 Noon (Chicago time) on the date upon which the Company a Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate (which shall never be less than the Administrative Agent's cost of funds) to RCE, on behalf of the Company applicable Borrower, at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to such Borrower for the Borrowers for a given Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “"Administrative Agent's Quoted Rate”"). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance. If RCE, and if on behalf of the Company applicable Borrower, does not so immediately accept the Administrative Agent's Quoted Rate for the full amount requested by the Borrowers applicable Borrower for such Swing Loan, the Administrative Agent's Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement Accountapplicable Borrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by , and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 p.m. (Chicago time) on the date upon which the Company requests that any Swing Loan be made, of the amount and date of such Swing Loan and the Interest Period selected therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers for a given Interest Period (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge and agree that the interest rate quote is given for immediate and irrevocable acceptance, and if the Company does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Company. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountCompany on the date so requested at the offices of the Swing Line Lender in Chicago, Illinois. Anything contained in the foregoing to the contrary notwithstanding the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) , but if oral, promptly confirmed in writing), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 10:00 a.m. (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 thirty (30) minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Swing Line Lender’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Swing Line Lender’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Swing Line Lender’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Swing Line Lender in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that Agreement and (ii) the Swing Line Lender shall not be entitled obligated to assume that the conditions precedent to an advance of any make more than one Swing Loan have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) ), no later than 3:00 p.m. 12:00 Noon (Chicago Cincinnati time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the Company. Within 30 minutes after receiving such notice, the Swing Line Lender Administrative Agent shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender Administrative Agent would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Administrative Agent’s Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Administrative Agent’s Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Administrative Agent’s Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the Company’s Designated Disbursement AccountBorrower on the date so requested at the offices of the Administrative Agent in Cincinnati, Ohio. Anything contained in the foregoing to the contrary notwithstanding (i) the undertaking obligation of the Swing Line Lender Administrative Agent to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan have been satisfied unless notified to the contrary by Agreement and (ii) the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a not be obligated to make more than one Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuingduring any one day.

Requests for Swing Loans. The Company, on behalf of the Borrowers, Borrower shall give the Administrative Agent prior notice (which may be written or oral) no later than 3:00 1:00 p.m. (Chicago time) on the date upon which the Company Borrower requests that any Swing Loan be made, of the amount and date of such Swing Loan Loan, and the Interest Period selected requested therefor. The Administrative Agent shall promptly advise the Swing Line Lender of any such notice received from the CompanyBorrower. Within 30 minutes after receiving such notice, the Swing Line Lender shall in its discretion quote an interest rate to the Company Borrower at which the Swing Line Lender would be willing to make such Swing Loan available to the Borrowers Borrower for a given the Interest Period so requested (the rate so quoted for a given Interest Period being herein referred to as the “Quoted Rate”). The Borrowers acknowledge Borrower acknowledges and agree agrees that the interest rate quote is given for immediate and irrevocable acceptance, and if . If the Company Borrower does not so immediately accept the Quoted Rate for the full amount requested by the Borrowers Borrower for such Swing Loan, the Quoted Rate shall be deemed immediately withdrawn and such Swing Loan shall bear interest at the rate per annum determined by adding the Applicable Margin for Base Rate Loans under the Revolving Credit to the Base Rate for the Interest Period selected by the Companyas from time to time in effect. Subject to all of the terms and conditions hereof, the proceeds of such Swing Loan shall be deposited or wire transferred made available to the CompanyBorrower on the date so requested at the offices of the Administrative Agent in Chicago, Illinois, by depositing such proceeds to the credit of the Borrower’s Designated Disbursement Accountoperating account maintained with the Administrative Agent or as the Borrower and the Administrative Agent may otherwise agree. Anything contained in the foregoing to the contrary notwithstanding notwithstanding, (i) the undertaking of the Swing Line Lender to make Swing Loans shall be subject to all of the terms and conditions of this Agreement; Agreement (provided that the Swing Line Lender shall be entitled to assume that the conditions precedent to an advance of any Swing Loan shall have been satisfied unless notified to the contrary by the Administrative Agent or the Required Lenders. No Lender shall acquire a participation in a Swing Loan pursuant to this Section 2 if an Event of Default shall have occurred and be continuing at the time such Swing Loan was made and either the Administrative Agent or the Required Lenders shall have notified the Swing Line Lender prior to the time such Swing Loan was made that such an Event of Default shall have occurred and be continuing).