Common use of Revolving Commitments Clause in Contracts

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereof.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars or in one or more Alternative Currencies (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of any then outstanding Revolving Loans, any Swingline Loans Loans, the aggregate undrawn amount of all then outstandingoutstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender, does not exceed (i) the amount of such Lender’s Commitment; provided, however, that Revolving Commitment and (iii) no Revolving Loan shall be made to the extent any of the aggregate unpaid principal foregoing are denominated in Alternative Currencies, the Alternative Currency Sublimit. In addition, the amount of all the Total Revolving Extensions of Credit outstanding after giving effect to any requested borrowing of Revolving Loans would shall not exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Available Revolving Commitments then in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodeffect. During the Revolving Commitment Period, the Borrower may borrowuse the Available Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.11, provided that all Revolving Loans denominated in an Alternative Currency shall be Eurodollar Loans. Notwithstanding anything to the contrary contained herein, during the existence and continuation of an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a Eurodollar Loan.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to the aggregate outstanding amount of any Revolving Loans, any Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would the Total Revolving Extensions of Credit outstanding at such time shall not exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Notwithstanding anything to the contrary contained herein, during the existence of a Default or an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a Eurodollar Loan.

Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) Loans in dollars or in any Permitted Foreign Currency to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Availability Period in an aggregate principal amount at any one time that will not result in (a) the aggregate outstanding which, when added to principal amount of such Lender’s Applicable Percentage Revolving Loans exceeding such Lender’s Revolving Commitment, (b) the sum of the Aggregate Total Exposure exceeding the total Revolving Commitments or (c) any Lender’s Total Exposure exceeding such Lender’s Revolving Commitment; provided that the Borrower shall not request, and the Lenders shall not be required to fund, a Revolving Loan that is denominated in a Permitted Foreign Currency if after the making of such Revolving Loan, the Dollar Equivalent of the aggregate principal amount of Swingline all Revolving Loans then outstanding, does not exceed the amount of such Lender’s Commitment; provided, however, outstanding that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets are denominated in a Permitted Foreign Currency (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such requested Revolving Loan) and (iii) no Borrowing Base B would exceed $500,000,000. All Revolving Loans shall will be made by all Lenders (including both 2015 Lenders and 2018 Lenders) in accordance with their pro rata share of the Revolving Commitments until the 2015 Revolving Commitment Maturity Date; thereafter, all Revolving Loans will be made by the 2018 Lenders in accordance with their pro rata share of the 2018 Revolving Commitments until the 2018 Revolving Commitment Maturity Date. Within the foregoing limits and subject to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodterms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans. For the avoidance of doubt, on the 2015 Revolving Loans in whole or in part, and reborrowCommitment Maturity Date, all 2015 Loans outstanding on such date shall be paid in accordance with full and on the terms and conditions hereof2018 Revolving Commitment Maturity Date, all 2018 Loans outstanding on such date shall be paid in full.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn Dollar Equivalent amount of all outstanding Letters of Credit, and the aggregate Dollar Equivalent amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans or Swingline Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderXxxxxx’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan such aggregate obligations shall be made to the extent the aggregate unpaid principal amount of all Loans would not at any time exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Borrowings of more than one Type may be outstanding at the same time; provided that, there shall not be more than a total of seven (7) SOFR Borrowings outstanding at any time.

Revolving Commitments. (ai) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Credit Loans”) to the Borrower Borrowers, without double-counting (i.e., amounts advanced by a Lender in respect of its Tranche A Commitment shall not be counted in reduction of its Tranche B Commitment, or vice versa) (x) in the case of Lenders with a Tranche A Commitment, in Dollars only, from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstandingoutstanding Tranche A L/C Obligations, does not exceed the amount of such Lender’s Tranche A Commitment, and (y) in the case of Lenders with a Tranche B Commitment, in Dollars or in an Alternate Currency, from time to time during the Commitment Period in an aggregate principal amount at any one time outstanding the Dollar Equivalent of which, when added to such Lender’s Applicable Percentage of the then outstanding Tranche X X/C Obligations, does not exceed the amount of such Lender’s Tranche B Commitment; provided, however, provided that (i) no Revolving Money Market Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to available in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodan Alternate Currency. During the Commitment Period, Period the Borrower Borrowers may borrow, prepay use the Revolving Commitments by borrowing, prepaying the Revolving Credit Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event shall, at any time, the sum of the Revolving Exposure of all of the Lenders plus the aggregate principal amount of outstanding Competitive Loans exceed the aggregate Revolving Commitments then in effect.

Revolving Commitments. (aA) Subject to If at any time (1) the terms Outstanding Amount of Dollar Revolving Obligations shall exceed the Aggregate Dollar Revolving Committed Amount, (2) the Outstanding Amount of Limited Currency Revolving Obligations shall exceed the Aggregate Limited Currency Revolving Committed Amount, (3) the Outstanding Amount of Multicurrency Revolving Obligations shall exceed the Aggregate Multicurrency Revolving Committed Amount, (4) the Outstanding Amount of all Limited Currency Revolving Obligations and conditions hereof, each Lender severally agrees to make revolving credit loans (“Multicurrency Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Obligations denominated in an aggregate principal amount at any one time outstanding whichAlternative Currency shall exceed the Alternative Currency Sublimit, when added to such Lender’s Applicable Percentage of (5) the aggregate principal amount Outstanding Amount of Swingline Loans then outstanding, does not shall exceed the Swingline Sublimit and (6) the L/C Obligations shall exceed the L/C Sublimit or the L/C Committed Amount (in each case, other than solely as a result of changes in Spot Rates) immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount of such Lender’s Commitmentequal to the difference; provided, however, that that, except under the circumstances described in Section 2.03(a)(ii)(F), 2.03(c), 2.03(d)(i), 2.03(g), 2.06(b)(i)(B), 2.16(d) or 9.02(c), L/C Obligations will not be Cash Collateralized hereunder until the Revolving Loans and Swingline Loans have been paid in full. If on any Revaluation Date and solely as a result of changes in Spot Rates, (i) no the Outstanding Amount of Limited Currency Revolving Loan Obligations shall be made to exceed 105% of the extent the aggregate unpaid principal amount of all Loans would exceed the Total CommitmentsAggregate Limited Currency Revolving Committed Amount, (ii) no Borrowing Base A Loans the Outstanding Amount of Multicurrency Revolving Obligations shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 105% of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Aggregate Multicurrency Revolving Loan) and Committed Amount or (iii) no Borrowing Base B Loans the Outstanding Amount of all Limited Currency Revolving Obligations and Multicurrency Revolving Obligations denominated in an Alternative Currency shall exceed 105% of the Alternative Currency Sublimit, immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount equal to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofdifference.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (A) such aggregate obligations shall not at any time exceed the lesser of (i) the Total Revolving Commitments in effect at such time, and (ii) the Borrowing Base at such time and (B) in no Revolving Loan event shall be made to the extent the aggregate unpaid principal undrawn amount of all Loans would exceed the Total Commitmentsoutstanding Letters of Credit at such time, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans would at such time, the aggregate principal balance of any Revolving Loans (including Swingline Loans) outstanding at such time, and the aggregate principal balance of any Term Loans outstanding at such time, collectively exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodAvailable Total Commitment. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13.

Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each Lender severally agrees to make revolving credit loans (each such loan, a “Revolving LoansLoan”) to the Borrower in Dollars from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Availability Period in an aggregate principal amount not to exceed at any one time outstanding whichthe amount of such Lender’s Revolving Commitment; provided, when added however, that after giving effect to any Borrowing of Revolving Loans, (a) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments, (b) the aggregate Outstanding Amount of the Revolving Loans of any Lender plus such Lender’s Applicable Percentage of the aggregate principal amount Outstanding Amount of Swingline all Swing Line Loans then outstanding, does shall not exceed such Lender’s Revolving Commitment and (c) the Outstanding Amount of all Overnight Loans shall not exceed the amount Overnight Loan Sublimit. Within the limits of such each Lender’s Revolving Commitment; provided, however, that (i) no Revolving Loan shall be made and subject to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) other terms and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodconditions hereof, the Borrower may borrowborrow under this Section 2.01, prepay the under Section 2.04, and reborrow under this Section 2.01. Revolving Loans in whole may be Base Rate Loans, Eurodollar Rate Loans, Overnight Loans, or in parta combination thereof, and reborrow, all in accordance with the terms and conditions hereofas further provided herein.

Revolving Commitments. (a) Subject During the Revolving Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Existing Revolving Loans”) Loans to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding such Lender’s Applicable Percentage of Existing Revolving Commitment and during the aggregate principal amount of Swingline Loans then outstandingperiod from the date any Extended Revolving Commitments are established, does not exceed until the amount of such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) Commitment Termination Date with respect to such Extension Series of Revolving Loan) and Commitments (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the “Extended Revolving Commitment Period”), the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with subject to the terms and conditions hereof, each Lender severally agrees to make Extended Revolving Loans to Borrower in an aggregate amount up to but not exceeding such Lender’s Extended Revolving Commitment for such Extension Series of Extended Revolving Loans; provided, that after giving effect to the making of any Revolving Loans in no event shall the Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect. Amounts borrowed pursuant to this Section 2.2(a) may be repaid and reborrowed during the Revolving Commitment Period and the Extended Revolving Commitment Period, as applicable. Each Lender’s Revolving Commitment shall expire on the applicable Revolving Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Commitments shall be paid in full no later than such date (it being understood that in the event any Extended Revolving Commitments are established, such Extended Revolving Commitments shall, subject to Section 2.25, be terminated (and all Extended Revolving Loans of the same Extension Series repaid) on dates set forth in the applicable Extension Agreement).”

Revolving Commitments. (ai) Subject During the Tranche 1 Revolving Commitment Period, subject to the terms and conditions hereof, each Lender Bank severally agrees to make revolving credit loans (“Tranche 1 Revolving Loans”) Loans to the Borrower from time to time on any Business Day during the Commitment Periodeach of Xerium, at such times as the Borrower may request in accordance with Section 2.2XTI, Xxxxx-Xxxxxxxx and Weavexx in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding such LenderBank’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Tranche 1 Revolving Commitment; provided, howeverthat after giving effect to the making of any Revolving Loans in no event shall the (A) Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect and (B) Total Utilization of Tranche 1 Revolving Commitments exceed the Tranche 1 Revolving Commitments then in effect; and provided, further, that (i) no Revolving Loan shall be made to for a period of at least 30 consecutive days during each Fiscal Year, commencing with the extent Fiscal Year ended December 31, 2005, the aggregate unpaid outstanding principal amount of Tranche 1 Revolving Loans (other than the aggregate amount available for drawing under all Loans would exceed the Total Commitments, (iiLetters of Credit then outstanding) no Borrowing Base A Loans shall be made zero. Amounts borrowed pursuant to this Section 2.2(a)(i) may be repaid and reborrowed during the extent that Tranche 1 Revolving Commitment Period. Each Bank’s Tranche 1 Revolving Commitment shall expire on the aggregate unpaid principal amount of Tranche 1 Revolving Commitment Termination Date and all Borrowing Base A Tranche 1 Revolving Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) and all other amounts owed hereunder with respect to such the Tranche 1 Revolving Loan) Loans and (iii) no Borrowing Base B Loans the Tranche 1 Revolving Commitments shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date paid in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during full no later than such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofdate.

Revolving Commitments. (ai) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Credit Loans”) to the Borrower Borrowers, without double-counting (i.e., amounts advanced by a Lender in respect of its Tranche A Commitment shall not be counted in reduction of its Tranche B Commitment, or vice versa) (x) in the case of Lenders with a Tranche A Commitment, in Dollars only, from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to such Lender's Applicable Percentage of the then outstanding Tranche A L/C Obligations, does not exceed the amount of such Lender's Tranche A Commitment, and (y) in the case of Lenders with a Tranche B Commitment, in Dollars or in an Alternate Currency, from time to time during the Commitment Period in an aggregate principal amount at any one time outstanding the Dollar Equivalent of which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstandingoutstanding Tranche X X/C Obligations, does not exceed the amount of such Lender’s Tranche B Commitment; provided, however, provided that (i) no Revolving Money Market Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to available in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodan Alternate Currency. During the Commitment Period, Period the Borrower Borrowers may borrow, prepay use the Revolving Commitments by borrowing, prepaying the Revolving Credit Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event shall, at any time, the sum of the Revolving Exposure of all of the Lenders plus the aggregate principal amount of outstanding Competitive Loans exceed the aggregate Revolving Commitments then in effect.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Extensions of Credit of such Lender at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does do not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would the Total Revolving Extensions of Credit outstanding at such time shall not exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowre-borrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.10. Notwithstanding the foregoing and for the avoidance of doubt, on the Effective Date, the Revolving Loans made by Capital One under and as defined in the Existing Credit Agreement (the “Existing Revolving Loans”) shall be continued or “rolled over” as Revolving Loans under this Agreement, and on the Effective Date, Capital One shall be deemed to have assigned to each Revolving Lender a portion of such Existing Revolving Loans in an amount equal to its Revolving Percentage thereof. For the avoidance of doubt, on the Effective Date, the Term Loans under and as defined in the Existing Credit Agreement shall be deemed to be paid, discharged and satisfied in full.

Revolving Commitments. (a) Subject to the terms and conditions hereofof --------------------- this Agreement, each Lender who has agreed to provide a Revolving Commitment severally agrees to make revolving credit loans (“Revolving Loans”) advances to IB prior to the Distribution and thereafter to the Borrower (who shall assume all Obligations of IB as part of the Distribution and IB shall be released therefrom concurrently therewith) from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Termination Date in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding the amount of such Lender’s 's Revolving Commitment as then in effect; provided, however, (a) the Outstanding Revolving Credit applicable to a -------- ------- Lender shall not at any time exceed such Lender's Revolving Commitment, minus ----- such Lender's Commitment Percentage times the amount available to be drawn against Letters of Credit and minus such Lender's Commitment Percentage of the ----- Swingline Advances then outstanding, (b) the Outstanding Revolving Credit of all of the Lenders shall not at any time exceed the aggregate Revolving Commitments, minus the amount available to be drawn against Letters of Credit and minus the ----- Swingline Advances then outstanding; provided, however, that the aggregate to -------- ------- the Loans requested, Swingline Advances then outstanding and amounts available to be drawn against Letters of Credit) shall not exceed the Borrowing Base. It is expressly understood and agreed that the Lenders may and at present intend to use the Borrowing Base as a maximum ceiling on Revolving Credit Loans to the Borrower; provided, however, that it is agreed that should the Revolving -------- ------- Credit Loans exceed the ceiling so determined or any other limitation set forth in this Agreement, such Revolving Credit Loans shall nevertheless constitute secured Obligations and, as such, shall be entitled to all benefits thereof and security therefor. Subject to the foregoing limitations, and the other terms and provisions of this Agreement, the Borrower may borrow, prepay and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Termination Date, the Borrower may Continue Libor Accounts established under the Revolving Loans or Convert Accounts established under the Revolving Loans of one Type into Accounts of the other Type. Accounts of each Type under the Revolving Loan made by each Lender shall be established and maintained at such Lender's Applicable Lending Office for Revolving Loans of such Type. Notwithstanding anything to the contrary contained in this Agreement, the Borrower may from time to time request, and NationsBank may at its discretion from time to time advance (but shall in no event be obligated to advance), Revolving Loans which are to be funded solely by NationsBank (the "Swingline Advances"); provided, however, that ------------------ -------- ------- (i) the aggregate principal amount of the Swingline Advances outstanding at any time shall not exceed Twenty Million Dollars ($20,000,000) and the aggregate principal amount of the Revolving Loans outstanding at any time (inclusive of the Swingline Advances minus the amount available to be drawn ----- against Letters of Credit) shall not exceed the aggregate principal amount of the Revolving Commitments minus the amount available to be drawn against Letters ----- of Credit, (ii) the Borrower shall pay interest on all Swingline Advances at an interest rate equal to the Federal Funds Rate plus one and five hundred seventy- five thousandths of one percent (1.575%), (iii) the Outstanding Revolving Credit shall never exceed the Borrowing Base, and (iv) NationsBank shall give the Administrative Agent and each Lender written notice of the aggregate outstanding principal amount of the Swingline Advances upon the written request of the Administrative Agent or any Lender (but no more often than once every calendar quarter). Furthermore, upon one Business Day's prior written notice given by NationsBank to the Administrative Agent and the other Lenders at any time and from time to time (including, without limitation, at any time following the occurrence of a default or an Event of Default) and, in any event, without notice on the Business Day immediately preceding the Termination Date, each Lender (including, without limitations, NationsBank) severally agrees, as provided in the first sentence of this Section 2.1, and notwithstanding anything ----------- to the contrary contained in this Agreement, any Default or Event of Default or the inability or failure of the Borrower or any of its Subsidiaries or any other Loan Party to satisfy any condition precedent to funding any of the Revolving Loans contained in Article 8 (which conditions precedent shall not apply to this --------- sentence), to make a Revolving Loan, in the form of a Base Rate Account, in an amount equal to its Commitment Percentage of the aggregate principal amount of the Swingline Loans Advances then outstanding, does not exceed and the amount proceeds of such Lender’s Commitment; provided, however, that (i) no Revolving Loan Loans shall be made promptly paid by the Administrative Agent to the extent NationsBank and applied as a repayment of the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofSwingline Advances then outstanding.

Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each Lender severally agrees to make revolving credit loans (each such loan, a “Revolving LoansLoan”) to the each Borrower in Dollars from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Availability Period in an aggregate principal amount not to exceed at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided, however, that after giving effect to any Borrowing of Revolving Loans, (ia) no the Total Revolving Loan Outstandings shall be made to the extent the aggregate unpaid principal amount of all Loans would not exceed the Total Aggregate Revolving Commitments, (iib) no Borrowing Base A Loans the Revolving Credit Exposure of any Lender shall be made not exceed such Lender’s Revolving Commitment and (c) the Total Revolving Outstandings of any Borrower shall not exceed such Borrower’s Borrower Sublimit. Within the limits of each Lender’s Revolving Commitment, and subject to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the other terms and conditions hereof, each Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurodollar Rate Loans, or a combination thereof, as further provided herein, provided, however, all Borrowings made on the Effective Date shall be made as Base Rate Loans.

Revolving Commitments. (a) Subject to the terms and conditions hereofof this Agreement, each Lender who has agreed to provide a Revolving Commitment severally agrees to make revolving credit loans (“Revolving Loans”) advances to the Borrower from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Revolving Termination Date in an aggregate principal amount at any one time outstanding which, when added up to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does but not exceed exceeding the amount of such Lender’s 's Revolving Commitment as then in effect; provided, however, (a)the Outstanding Revolving Credit applicable to a Lender shall not at any time exceed such Lender's Revolving Commitment, minus such Lender's Commitment Percentage of the Swingline Advances then outstanding and minus such Lender's Commitment Percentage times the amount available to be drawn against the Existing Letters of Credit and (b) the Outstanding Revolving Credit of all of the Lenders shall not at any time exceed the aggregate Revolving Commitments, minus the Swingline Advances then outstanding and minus the amount available to be drawn against the Existing Letters of Credit. Subject to the foregoing limitations, and the other terms and provisions of this Agreement, the Borrower may borrow, prepay and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Revolving Termination Date, the Borrower may Continue Libor Accounts established under the Revolving Loans or Convert Accounts established under the Revolving Loans of one Type into Accounts of the other Type. Accounts of each Type under the Revolving Loan made by each Lender shall be established and maintained at such Lender's Applicable Lending Office for Revolving Loans of such Type. Notwithstanding anything to the contrary contained in this Agreement, the Borrower may from time to time request, and NationsBank may at its discretion from time to time advance (but shall in no event be obligated to advance), Revolving Loans which are to be funded solely by NationsBank (the "Swingline Advances"); provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all the Swingline Advances outstanding at any time shall not exceed $10,000,000 and the aggregate principal amount of the Revolving Loans would outstanding at any time (inclusive of the Swingline Advances) shall not exceed the Total aggregate principal amount of the Revolving Commitments, (ii) all Swingline Advances shall be and shall remain Base Rate Loans or shall be fixed rate loans at a rate to be agreed by the Borrower and NationsBank, and (iii) NationsBank shall give the Administrative Agent and each Lender written notice of the aggregate outstanding principal amount of the Swingline Advances upon the written request of the Administrative Agent or any Lender (but no Borrowing more often than once every calendar quarter). Furthermore, upon one Business Day's prior written notice given by NationsBank to the Administrative Agent and the other Lenders at any time and from time to time (including, without limitation, at any time following the occurrence of a Default or an Event of Default) and, in any event, without notice on the Business Day immediately preceding the Revolving Termination Date, each Lender (including, without limitation, NationsBank) severally agrees, as provided in the first sentence of this Section 2.1, and notwithstanding anything to the contrary contained in this Agreement, any Default or Event of Default or the inability or failure of the Borrower or any of its Subsidiaries or any other Obligated Party to satisfy any condition precedent to funding any of the Revolving Loans contained in Article 7 (which conditions precedent shall not apply to this sentence), to make a Revolving Loan, in the form of a Base A Rate Account, in an amount equal to its Commitment Percentage of the aggregate principal amount of the Swingline Advances then outstanding, and the proceeds of such Revolving Loans shall be made promptly paid by the Administrative Agent to NationsBank and applied as a repayment of the aggregate principal amount of the Swingline Advances then outstanding. NationsBank agrees to use all reasonable efforts to cause Swingline Advances which have been outstanding for 15 days or more to be refinanced by Revolving Loans in the form of Base Rate Accounts or Libor Accounts in accordance with this Section 2.1 if and to the extent that such refinancing may occur given the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to minimum borrowing amounts set forth in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereof5.2.

Revolving Commitments. (a) Subject to the terms and conditions hereofhereof (including, without limitation, the second paragraph of Section 2.5 with respect to the Suspension Period), each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of any then outstanding Revolving Loans, any Swingline Loans Loans, the aggregate undrawn amount of all then outstandingoutstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender, does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all the Total Revolving Extensions of Credit outstanding after giving effect to any requested borrowing of Revolving Loans would shall not exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Available Revolving Commitments then in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodeffect. During the Revolving Commitment Period, the Borrower may borrowuse the Available Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.11. Notwithstanding anything to the contrary contained herein, during the existence and continuation of an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a Eurodollar Loan.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request Period in accordance with Section 2.2, one or more Permitted Currencies in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Revolving Percentage of the sum of (i) the L/C Obligations then outstanding and (ii) the aggregate principal amount of the Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided, however, provided that (ix) the Lenders shall have no obligation to make any Revolving Loan shall be made if, after giving effect to the extent such Revolving Loan, the aggregate unpaid outstanding principal amount of all the Revolving Loans and the Swingline Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Revolving Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) Commitment and (iiiy) no Borrowing Base B Loans the Total Permitted Foreign Currency Extensions of Credit outstanding at any time shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would not exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period$50,000,000. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurocurrency Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.9, provided that no Revolving Loan shall be made as a Eurocurrency Loan after the day that is one month prior to the Revolving Termination Date.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn Dollar Equivalent amount of all outstanding Letters of Credit, and the aggregate Dollar Equivalent amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans or Swingline Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderLxxxxx’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan such aggregate obligations shall be made to the extent the aggregate unpaid principal amount of all Loans would not at any time exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof.. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.8. Borrowings of more than one Type may be outstanding at the same time; provided that, there shall not be more than a total of seven (7) SOFR Borrowings outstanding at any time. Each Lender at its option may make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans the extent of its Revolving Commitment (“including such amount of the Revolving Loans”Loans (as defined below) outstanding on the Closing Date) to extend credit to the Borrower Company from time to time on any Business Day Borrowing Date during the Revolving Commitment PeriodPeriod (i) by purchasing an L/C Participating Interest in each Letter of Credit issued by the Issuing Lender and (ii) by making loans in Dollars (individually, at such times as a Loan is a "Revolving Loan", and collectively such Loans are the Borrower may request "Revolving Loans") to the Company from time to time. Notwithstanding the above, (A) in accordance with Section 2.2, in an aggregate principal amount at no event shall any one time outstanding which, when added to such Lender’s Applicable Percentage Letter of Credit be issued if after giving effect thereto the sum of the aggregate principal undrawn amount of Swingline Loans then outstanding, does not exceed all outstanding Letters of Credit and the amount of such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans L/C Obligations would exceed the Total Commitments$15,000,000 and (B) in no event shall any Revolving Loans be made, or Letters of Credit be issued, (iix) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that if the aggregate amount of all the Revolving Loans to be made or Letters of Credit to be issued would, after giving effect to the use of proceeds, if any, thereof, exceed the aggregate Available Revolving Commitments or (y) if, after giving effect to such Revolving Loan or Letter of Credit, a Borrowing Base B Loans Deficiency would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodexist. During the Revolving Commitment Period, the Borrower Company may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof, and/or by having the Issuing Lender issue Letters of Credit, having such Letters of Credit expire undrawn upon or if drawn upon, reimbursing the Issuing Lender for such drawing, and having the Issuing Lender issue new Letters of Credit.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (“Revolving Loans”) ), in Dollars or in any Alternative Currency, to the Borrower Borrowers or any Designated Borrower, if applicable, from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Commitment; provided, however, that after giving effect to any Revolving Loan, (i) no Total Revolving Loan Extensions of Credit shall be made to the extent the aggregate unpaid principal amount of all Loans would not exceed the Total Revolving Commitments, (ii) no Borrowing Base the Revolving Extensions of Credit of any Lender, plus the Dollar Equivalent of such Lender’s L/C-B/A Loans Exposure then outstanding, plus such Lender’s Swingline Exposure then outstanding shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would not exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Lender’s Revolving Loan) and Commitment, (iii) no Borrowing Base B Loans Total Revolving Extensions of Credit denominated in Alternative Currencies shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would not exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may Alternative Currency Sublimit and (iv) Total Revolving Extensions of Credit to Foreign Borrowers shall not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodexceed the Foreign Borrower Sublimit. During the Revolving Commitment PeriodPeriod the Company or any Designated Borrower, if applicable, may use the Borrower may borrowRevolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurocurrency Rate Loans, CDOR Rate Loans, HIBOR Rate Loans, or Base Rate Loans, as determined by the Company or any Designated Borrower and notified to the Administrative Agent in accordance with Sections 2.05 and 2.12. (b) Each Borrower or any Designated Borrower, if applicable, shall repay all the outstanding Revolving Loans extended to it on the Revolving Termination Date.

Revolving Commitments. The Borrower shall have the right, exercisable up to four (a4) Subject times, to request increases in the aggregate amount of the Revolving Commitments by providing written notice to the terms Administrative Agent, which notice shall be irrevocable once given; provided that after giving effect to any and conditions hereofall such increases the aggregate amount of the Revolving Commitments shall not exceed One Billion Two Hundred Million Dollars ($1,200,000,000). Each such increase in the Revolving Commitments must be an aggregate minimum amount of $25,000,000 (or such lesser amount as the Borrower and the Administrative Agent may agree in writing) and integral multiples of $5,000,000 in excess thereof. The [Signature Page to Spirit Revolving Credit and Term Loan Agreement] Administrative Agent, each in consultation with the Borrower, shall manage all aspects of the syndication of such increase in the Revolving Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the increase in the Revolving Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders and the Fees to be paid for such increased Revolving Commitments; provided, that, the consent of the Borrower (not to be unreasonably withheld, conditioned or delayed) shall be required for all banks, financial institutions and institutional lenders that agree to provide any such increase in the event the consent of the Borrower would be required if such bank, financial institution or institutional lender were to become a Lender severally agrees pursuant to make revolving credit loans Section 13.5(b)(iii)(A). No Lender shall be obligated in any way whatsoever to increase its Revolving Commitment or provide a new Revolving Commitment, and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee subject to and in accordance with the provisions of Section 13.5(b). If a new Revolving Lender becomes a party to this Agreement, or if any existing Revolving Lender is increasing its Revolving Commitment, such Lender shall on the date it becomes a Revolving Lender hereunder (“or in the case of an existing Revolving Lender, increases its Revolving Commitment) (and as a condition thereto) purchase from the other Revolving Lenders its Revolving Commitment Percentage (determined with respect to the Revolving Lenders’ respective Revolving Commitments and after giving effect to the increase of Revolving Commitments) of any outstanding Revolving Loans”, by making available to the Administrative Agent for the account of such other Revolving Lenders, in same day funds, an amount equal to (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender, plus (B) the aggregate amount of payments previously made by the other Revolving Lenders under Section 2.2(j) that have not been repaid, plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Revolving Lenders amounts payable, if any, to such Revolving Lenders under Section 5.4 as a result of the prepayment of any such Revolving Loans. Effecting the increase of the Revolving Commitments under this Section is subject to the following conditions precedent: (w) no Default or Event of Default shall exist on the effective date of such increase, (x) the representations and warranties made or deemed made by the Borrower and any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on the effective date of such increase except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, (y) payment of any and all Fees required in connection with such increased Revolving Commitments, and (z) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all partnership or other necessary action taken by the Borrower to authorize such increase and (B) all partnership or other necessary action taken by each Guarantor authorizing the guaranty of such increase; and (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent [Signature Page to Spirit Revolving Credit and Term Loan Agreement] and the Lenders covering such matters as reasonably requested by the Administrative Agent; and (iii) to the Borrower from time extent requested by the applicable Lender, a new Revolving Note executed by the Borrower, payable to time on such new Revolving Lenders and replacement Revolving Notes executed by the Borrower, payable to any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2existing Revolving Lenders increasing their Revolving Commitments, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Revolving Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to Commitment at the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value time of the Pledged Eligible Assets (including effectiveness of the Pledged Eligible Assets referred to applicable increase in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans Commitments. In connection with any increase in whole or the aggregate amount of the Revolving Commitments pursuant to this Section 2.15(a), any Revolving Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in partthe case of any Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and reborrowanti-money laundering rules and regulations, all in accordance with including the terms and conditions hereofPatriot Act.

Revolving Commitments. (a) Subject to the terms and conditions hereofof --------------------- this Agreement, each Lender Bank severally agrees to make revolving credit loans (“one or more Revolving Loans”) Loans to the Borrower from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Revolving Termination Date in an aggregate principal amount at any one time outstanding which, when added up to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does but not exceed exceeding the amount of such Lender’s CommitmentBank's Revolving Commitment as then in effect; provided, however, that : (a) the Outstanding Revolving -------- ------- Credit applicable to a Bank (including the Agent as a Bank) shall not at any time exceed such Bank's Revolving Commitment; (b) the Outstanding Revolving Credit shall not at any time exceed the lesser of (i) no Revolving Loan shall be made to the extent then-existing Borrowing Base (based on the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, most recently delivered Monthly Compliance Report) or (ii) the aggregate Revolving Commitments; (c) the outstanding amount of the Total Debt shall at no Borrowing Base A Loans time exceed the Maximum Total Debt; and (d) during each Clean Down Period, the Outstanding Revolving Credit shall be made not exceed an aggregate amount equal to $3,500,000. Subject to the extent that foregoing limitations, and the aggregate unpaid principal amount other terms and provisions of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodthis Agreement, the Borrower may borrow, prepay prepay, and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Revolving Termination Date, the Borrower may Continue Libor Accounts established under the Revolving Loans in whole or in part, Convert Accounts established under the Revolving Loans of one Type into Accounts of the other Type. Accounts of each Type under the Revolving Loan made by each Bank shall be established and reborrow, all in accordance with the terms and conditions hereofmaintained at such Bank's Applicable Lending Office for Revolving Loans of such Type.

Revolving Commitments. (a) Prior to the Closing Date, Existing Revolving Loans were made to the Borrower under the Existing Credit Agreement which remain outstanding as of the date of this Agreement. Subject to the terms and conditions set forth in this Agreement, the Borrower and each of the Lenders agree that on the Closing Date but subject to the reallocation and other transactions described in Section 10.22, the Existing Revolving Loans shall be reevidenced as Loans under this Agreement and the terms of the Existing Revolving Loans shall be restated in their entirety and shall be evidenced by this Agreement. Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan such aggregate obligations shall be made to the extent the aggregate unpaid principal amount of all Loans would not at any time exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from From time to time on any Business Day occurring during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added each Revolving Lender will make revolving credit loans (relative to such Lender’s Applicable , its "Revolving Loans") to the Borrower in a principal amount equal to such Lender's Revolving Percentage of the aggregate principal amount of Swingline each Borrowing of Revolving Loans then outstanding, does not exceed requested by the amount of Borrower to be made on such Lender’s Commitmentday; provided, however, that no Revolving Lender shall be required to make any Revolving Loan if, after giving effect thereto, (x) the aggregate outstanding principal amount of such Lender's Revolving Extensions of Credit would exceed such Lender's Revolving Commitment or (y) the aggregate outstanding Revolving Extensions of Credit of all Lenders would exceed the Revolving Loan Commitment Amount as then in effect; and provided, further, that from and after Borrowing Base Commencement Date, in the sole discretion of the Administrative Agent and upon notice to the Borrower, no Lender shall be permitted or required to make any Revolving Loan if, after giving effect thereto, (x) the aggregate outstanding principal amount of such Lender's Revolving Extensions of Credit would exceed such Lender's Revolving Commitment or (y) the aggregate outstanding Revolving Extensions of Credit of all Lenders would exceed the lesser of (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, Borrowing Base Amount and (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Revolving Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Commitment Amount as then in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodeffect. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.3 and 2.5.

Revolving Commitments. (a) Subject to the terms and conditions hereof--------------------- of this Agreement, each Lender who has agreed to provide a Revolving Commitment severally agrees to make revolving credit loans (“Revolving Loans”) advances to the Borrower from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Revolving Termination Date in an aggregate principal amount at any one time outstanding which, when added up to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does but not exceed exceeding the amount of such Lender’s 's Revolving Commitment as then in effect; provided, -------- however, (a) the Outstanding Revolving Credit applicable to a Lender shall not ------- at any time exceed such Lender's Revolving Commitment, and (b) the Outstanding Revolving Credit of all of the Lenders shall not at any time exceed the lesser of (i) the Borrowing Base minus the outstanding principal amount of the Term Loans, or (ii) the aggregate Revolving Commitments. Subject to the foregoing limitations, and the other terms and provisions of this Agreement, Borrower may borrow, prepay, and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Revolving Termination Date, Borrower may Continue Libor Accounts established under the Revolving Loans or Convert Accounts established under the Revolving Loans of one Type into Accounts of the other Type. Accounts of each Type under the Revolving Loans made by each Lender shall be established and maintained at such Lender's Applicable Lending Office for Revolving Loans of such Type. Notwithstanding anything to the contrary contained in this Agreement, Borrower may from time to time request, and Bank of America may at its discretion from time to time advance (but shall in no event be obligated to advance), Revolving Loans which are to be funded solely by Bank of America (the "Swingline --------- Advances"); provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all the -------- -------- ------- Swingline Advances outstanding at any time shall not exceed Five Million Dollars ($5,000,000) and the aggregate principal amount of the Revolving Loans would outstanding at any time (inclusive of the Swingline Advances) shall not exceed the Total aggregate principal amount of the Revolving Commitments, (ii) all Swingline Advances shall bear interest at the rate provided by Section 4.1(c), (iii) each -------------- Swingline Advance shall be a minimum principal amount of One Hundred Thousand Dollars ($100,000) or any larger amount in increments of Fifty Thousand Dollars ($50,000), and (iv) Bank of America shall give the Administrative Agent and each Lender written notice of the aggregate outstanding principal amount of the Swingline Advances upon the written request of the Administrative Agent or any Lender (but no Borrowing more often than once every calendar quarter). Furthermore, upon one Business Day's prior written notice given by Bank of America to the Administrative Agent and the other Lenders at any time and from time to time (including, without limitation, at any time following the occurrence of a Default or an Event of Default) and, in any event, without notice on the Business Day immediately preceding the Termination Date, each Lender (including, without limitation, Bank of America) severally agrees, as provided in the first sentence of this Section 2.1, and notwithstanding anything ----------- to the contrary contained in this Agreement, any Default or Event of Default or the inability or failure of Borrower or any of its Subsidiaries or any other Loan Party to satisfy any condition precedent to funding any of the Revolving Loans contained in Article 8 (which conditions precedent shall not apply to this --------- sentence), to make a Revolving Loan, in the form of a Base A Rate Account, in an amount equal to its Commitment Percentage of the aggregate principal amount of the Swingline Advances then outstanding, and the proceeds of such Revolving Loans shall be made promptly paid by the Administrative Agent to the extent that Bank of America and applied as a repayment of the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofSwingline Advances then outstanding.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the any Borrower from time to time on any Business Day in Dollars during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn Dollar Equivalent amount of all outstanding Letters of Credit, and the aggregate Dollar Equivalent amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans or Swingline Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderXxxxxx’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan such aggregate obligations shall be made to the extent the aggregate unpaid principal amount of all Loans would not at any time exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof.. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.10. Borrowings of more than one Type may be outstanding at the same time; provided that, there shall not be more than a total of seven (7) SOFR Borrowings outstanding at any time. Each Lender at its option may make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement (d)

Revolving Commitments. (aA) Subject to If at any time (1) the terms Outstanding Amount of Dollar Revolving Obligations shall exceed the Aggregate Dollar Revolving Committed Amount, (2) the Outstanding Amount of Limited Currency Revolving Obligations shall exceed the Aggregate Limited Currency Revolving Committed Amount, (3) the Outstanding Amount of Multicurrency Revolving Obligations shall exceed the Aggregate Multicurrency Revolving Committed Amount, (4) the Outstanding Amount of all Limited Currency Revolving Obligations and conditions hereof, each Lender severally agrees to make revolving credit loans (“Multicurrency Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Obligations denominated in an aggregate principal amount at any one time outstanding whichAlternative Currency shall exceed the Alternative Currency Sublimit, when added to such Lender’s Applicable Percentage (5) the Outstanding Amount of all 2020-1 Incremental Revolving Obligations shall exceed the aggregate principal amount Aggregate 2020-1 Incremental Revolving Committed Amount, (6) the Outstanding Amount of Swingline Loans then outstanding, does not shall exceed the Swingline Sublimit and (7) the L/C Obligations shall exceed the L/C Sublimit or the L/C Committed Amount (in each case, other than solely as a result of changes in Spot Rates) immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount of such Lender’s Commitmentequal to the difference; provided, however, that that, except under the circumstances described in Section 2.03(a)(ii)(A)(5), 2.03(c), 2.03(d)(i), 2.03(g), 2.06(b)(i)(B), 2.16(d) or 9.02(c), LC Obligations will not be Cash Collateralized hereunder until the Revolving Loans and Swingline Loans have been paid in full. If on any Revaluation Date and solely as a result of changes in Spot Rates, (i) no the Outstanding Amount of Limited Currency Revolving Loan Obligations shall be made to exceed 105% of the extent the aggregate unpaid principal amount of all Loans would exceed the Total CommitmentsAggregate Limited Currency Revolving Committed Amount, (ii) no Borrowing Base A Loans the Outstanding Amount of Multicurrency Revolving Obligations shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 105% of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Aggregate Multicurrency Revolving Loan) and Committed Amount or (iii) no Borrowing Base B Loans the Outstanding Amount of all Limited Currency Revolving Obligations and Multicurrency Revolving Obligations denominated in an Alternative Currency shall exceed 105% of the Alternative Currency Sublimit, immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount equal to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofdifference.

Revolving Commitments. (a) Subject By written notice sent to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans Administrative Agent (“Revolving Loans”) which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may at any time and from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage increase of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the Commitments by an aggregate amount equal to any integral multiple of such Lender’s Commitment$5,000,000; provided, however, provided that (i) no Revolving Loan Default shall have occurred and be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, continuing; (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of the Commitments shall not have been reduced, nor shall the Borrower have given notice of any such reduction under Section 2.09; (iii) the sum of (A) the total amount of all Borrowing Base B Loans would Commitments after giving effect to any such increase, plus (B) the initial principal amount of any Incremental Term Loan, shall not exceed $1,000,000,000; and (iv) the Borrowing Base B Limit; provided further that Borrowing Base B Loans may Commitment of a Lender shall not be borrowed on any date in any rolling period increased without the consent of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodLender. During If one or more of the Lenders is not increasing its Commitment, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment Periodof each New Lender shall be at least $5,000,000. Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount, then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower may borrowBorrower, prepay the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver a supplement in the form attached hereto as Exhibit C (the “Increased Commitment Supplement”). If all existing Lenders shall not have provided their pro rata portion of the requested Increase Amount, the Revolving Loans in whole or in part, and reborrow, all will not be held pro rata by the Lenders in accordance with the Applicable Percentages determined hereunder. To remedy the foregoing, on the date of the effectiveness of the Increased Commitment Supplement, the Lenders shall make advances among themselves so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with the Applicable Percentages hereunder. The advances so made by each Lender whose Applicable Percentage has increased as a result of the changes to the Commitments shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders whose Applicable Percentages have decreased. The advances made under this Section shall be Loans of the same Type as those previously held by the Lender or Lenders whose Applicable Percentages have decreased unless or until the Borrower shall have selected an alternative interest rate to apply thereto under the terms and conditions hereofof this Agreement. All advances made under this Section shall be made through the Administrative Agent.

Revolving Commitments. (a) Subject By written notice sent to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans Administrative Agent (“Revolving Loans”) which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may at any time and from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage increase of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the Commitments by an aggregate amount equal to any integral multiple of such Lender’s Commitment$5,000,000; provided, however, provided that (i) no Revolving Loan Default shall have occurred and be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, continuing; (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of the Commitments shall not have been reduced, nor shall the Borrower have given notice of any such reduction under Section 2.09; (iii) the sum of (A) the total amount of all Borrowing Base B Loans would Commitments after giving effect to any such increase, plus (B) the initial principal amount of any Incremental Term Loan, shall not exceed $1,050,000,000; and (iv) the Borrowing Base B Limit; provided further that Borrowing Base B Loans may Commitment of a Lender shall not be borrowed on any date in any rolling period increased without the consent of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodLender. During If one or more of the Lenders is not increasing its Commitment, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment Periodof each New Lender shall be at least $5,000,000. Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount, then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower may borrowBorrower, prepay the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver a supplement in the form attached hereto as Exhibit C (the “Increased Commitment Supplement”). If all existing Lenders shall not have provided their pro rata portion of the requested Increase Amount, the Revolving Loans in whole or in part, and reborrow, all will not be held pro rata by the Lenders in accordance with the Applicable Percentages determined hereunder. To remedy the foregoing, on the date of the effectiveness of the Increased Commitment Supplement, the Lenders shall make advances among themselves so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with the Applicable Percentages hereunder. The advances so made by each Lender whose Applicable Percentage has increased as a result of the changes to the Commitments shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders whose Applicable Percentages have decreased. The advances made under this Section shall be Loans of the same Type as those previously held by the Lender or Lenders whose Applicable Percentages have decreased unless or until the Borrower shall have selected an alternative interest rate to apply thereto under the terms and conditions hereofof this Agreement. All advances made under this Section shall be made through the Administrative Agent.

Revolving Commitments. (a) i. Subject to the terms and conditions hereof, including implementation of Reserves, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderXxxxxx’s Revolving Commitment; provided. In addition, however, that (A) such aggregate obligations shall not at any time exceed the lesser of (i) the Total Revolving Commitments in effect at such time, and (ii) the Borrowing Base at such time and (B) in no Revolving Loan event shall be made to the extent the aggregate unpaid principal undrawn amount of all Loans would exceed the Total Commitmentsoutstanding Letters of Credit at such time, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans would at such time, and the aggregate principal balance of any Revolving Loans outstanding at such time the aggregate principal balance of any Term Loans outstanding at such time, collectively exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodAvailable Total Commitment. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Borrowings of more than one Type may be outstanding at the same time; provided that, there shall not be more than a total of seven (7) SOFR Borrowings outstanding at any time.

Revolving Commitments. If at any time (ai) Subject to the terms and conditions hereofTotal Revolving Outstandings(i) shall exceed the Aggregate Revolving Commitments, each Lender severally agrees to make revolving credit loans (“Revolving Loans”ii) to the Outstanding Amount of Letter of Credit Obligations shall exceed the Letter of Credit Sublimit, or (iii) the Outstanding Amount of Swingline Loans shall exceed the Swingline Sublimit, the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, shall prepay Loans and/or Cash Collateralize Letter of Credit Obligations in an aggregate principal amount at any one time outstanding which, when added equal to such Lender’s Applicable Percentage excess promptly on the date the Borrower becomes aware of the aggregate principal amount existence of such excess; provided that, except with respect to clause (ii), Letter of Credit Obligations will not be Cash Collateralized hereunder until the Revolving Loans and Swingline Loans then outstanding, does not exceed have been paid in full. Asset Sales and Involuntary Dispositions. Prepayment will be made on the(ii) Obligations on the Business Day following receipt of Net Cash Proceeds required to be prepaid pursuant to the provisions hereof in an amount equal to one hundred percent (100%) of such Lender’s Commitmentthe Net Cash Proceeds received in excess of $10,000,000 in any Fiscal Year from any Asset Sale or Involuntary Disposition by the Borrower or any of its Subsidiaries; provided, however, that if (iand only if) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, pro forma (iias provided in Section 1.3) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value Consolidated Net Leverage Ratio as of the Pledged Eligible Assets (including the Pledged Eligible Assets referred date of such Asset Sale or Involuntary Disposition is less than 3.25 to in Section 2.2(a)(ii) 1.00, then with respect to such Revolving Loan) and any Net Cash Proceeds realized from an Asset Sale or Involuntary Disposition described in this Section 2.11(c)(ii), at the election of the Borrower (iii) no Borrowing Base B Loans shall be made as notified by the Borrower to the extent that Administrative Agent on or prior to the aggregate amount date of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not such Asset Sale or Involuntary Disposition, as applicable), and so long as no Event of Default shall have occurred and be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodcontinuing, the Borrower or such Subsidiary may borrowreinvest all or any portion of such Net Cash Proceeds in operating assets so long as within 180 days after the receipt of such Net Cash Proceeds, prepay such purchase shall have been consummated (as certified by the Revolving Borrower in writing to the Administrative Agent); and provided further, however, that any Net Cash Proceeds not subject to such definitive agreement or so reinvested shall be immediately applied to the prepayment of the Loans as set forth in whole or this Section 2.11(c)(ii). Debt Transactions. Prepayment will be made on the Obligations in part, and reborrow, all an amount(iii) equal to one hundred percent (100%) of the Net Cash Proceeds from any Debt Transactions on the Business Day following receipt thereof. Convertible Note Proceeds. Prepayment will be made on the Obligations in accordance with an(iv) amount equal to 50% of the terms and conditions hereof.Net Cash Proceeds of the issuance of any convertible notes pursuant to Section 8.1(r) on the Business Day following receipt thereof. 63 130164155_5 142964982_4

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to the aggregate outstanding amount of any Revolving Loans, any Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the lesser of (y) the amount of such Lender’s Commitment; providedRevolving Commitment and (z) such Lender’s Revolving Percentage of the Borrowing Base in effect at such time. In addition, however, that the amount of the Total Revolving Extensions of Credit outstanding at such time shall not exceed the lesser of (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, Revolving Commitments in effect at such time and (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during effect at such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Notwithstanding anything to the contrary contained herein, during the existence of an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a Eurodollar Loan.

Revolving Commitments. (a) Subject to the terms and conditions hereofof this Agreement, each Lender severally hereby agrees to make revolving credit loans (each, a “Revolving LoansRevolver Loan”) to the Borrower Borrowers from time to time on any Business Day during time, but not more frequently than once per day, until the Commitment Periodearlier of (i) the occurrence of an Event of Default or (ii) December 31, at such times 2014 (the earlier of which to occur referred to herein as the Borrower may request in accordance with Section 2.2“Termination Date”), in an aggregate principal amount not to exceed at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding[$42,000,000]*) (the “Revolver”), does not exceed the amount proceeds of which shall be used only for expenses (“Budgeted Expenses”) permitted to be paid by Borrowers in compliance with the Budget and to refinance the Pre-Petition Obligations. Lender will deposit the proceeds of such Lender’s CommitmentRevolver Loans for Budgeted Expenses into the Cash Management Account; provided, however, that (i) no Revolving Lender will not be obligated to make any such Revolver Loan if all applicable conditions precedent set forth in Sections 4.1 and 4.3 are not satisfied. The Revolver Loans made by Lender shall be made to evidenced by one or more accounts or records maintained by Lender in the extent ordinary course of business. The accounts or records maintained by Lender shall be conclusive absent manifest error of the aggregate unpaid principal amount of all the Revolver Loans would exceed made by Lender to Borrowers and the Total Commitmentsinterest and payments thereon. Any failure to so record or any error in doing so shall not, (ii) no Borrowing Base A Loans shall be made however, limit or otherwise affect the obligation of Borrowers hereunder to the extent that the aggregate unpaid principal pay any amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) owing with respect to such Revolving Loanthe outstanding borrowings. Upon the request of Lender, Borrowers shall execute and deliver to Lender a promissory note (the “Revolver Note”) and (iii) no Borrowing Base B Loans shall be made to in substantially the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrowform attached as Exhibit A hereto, all terms of which are incorporated herein by this reference. Lender may attach schedules to its Revolver Note and endorse thereon the date, amount and maturity of its Revolver Loans and payments with respect thereto. Upon the Roll-Up Funding Date, Lender will make a Revolver Loan to Borrowers in accordance with the terms principal amount not to exceed [$36,500,000] to refinance the Pre-Petition Obligations, which amount shall include all of the then outstanding Obligations and conditions hereofIndebtedness under and as defined in the Existing Credit Agreement (the “Roll-Up”).

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the each Borrower from time to time on any Business Day during the Commitment Period, at such times as the such Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstandingoutstanding to both Borrowers, does not exceed the amount of such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to a Borrower to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans made to such Borrower would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect Borrowing Base A Limit applicable to such Revolving Loan) and Borrower, (iii) Borrowing Base A Loans may be borrowed by either Borrower and Borrowing Base B Loans may only be borrowed by KECS, (iv) no Borrowing Base B Loans shall be made to KECS to the extent that the aggregate amount of all Borrowing Base B Loans made to it would exceed the Borrowing Base B Limit, (v) no Customer Loans shall be made to KECS to the extent that the aggregate amount of all Customer Revolving Credit Exposures made to it would exceed the aggregate Pledged Eligible Asset Loan Values of the Customer Pledged Eligible Assets, (vi) no Non-Customer Loans shall be made to KECS to the extent that the aggregate amount of all Non-Customer Revolving Credit Exposures made to it would exceed the aggregate Pledged Eligible Asset Loan Values of the Non-Customer Pledged Eligible Assets and (vii) no Firm Loans shall be made to KECS to the extent that the aggregate amount of all Firm Revolving Credit Exposures made to it would exceed the aggregate Pledged Eligible Asset Loan Values of the Firm Pledged Eligible Assets; provided further that Borrowing Base B Loans may not be borrowed on any date day in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the a Borrower may borrow, borrow and prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereof.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderXxxxxx’s Revolving Commitment; provided. In addition, however, that (A) such aggregate obligations shall not at any time exceed the lesser of (i) the Total Revolving Commitments in effect at such time, and (ii) the Borrowing Base at such time and (B) in no Revolving Loan event shall be made to the extent the aggregate unpaid principal undrawn amount of all Loans would exceed the Total Commitmentsoutstanding Letters of Credit at such time, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans would at such time, the aggregate principal balance of any Revolving Loans (including Swingline Loans) outstanding at such time, and the aggregate principal balance of any Term Loans outstanding at such time, collectively exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodAvailable Total Commitment. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof.. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Borrowings of more than one Type may be outstanding at the same time. (b) The Borrower shall repay all outstanding Revolving Loans (including all outstanding Overadvances and Protective Overadvances) on the Revolving Termination Date. 2.5

Revolving Commitments. (aA) Subject to If at any time (1) the terms Outstanding Amount of Dollar Revolving Obligations shall exceed the Aggregate Dollar Revolving Committed Amount, (2) the Outstanding Amount of Limited Currency Revolving Obligations shall exceed the Aggregate Limited Currency Revolving Committed Amount, (3) the Outstanding Amount of Multicurrency Revolving Obligations shall exceed the Aggregate Multicurrency Revolving Committed Amount, (4) the Outstanding Amount of all Limited Currency Revolving Obligations and conditions hereof, each Lender severally agrees to make revolving credit loans (“Multicurrency Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Obligations denominated in an aggregate principal amount at any one time outstanding whichAlternative Currency shall exceed the Alternative Currency Sublimit, when added to such Lender’s Applicable Percentage of (5) the aggregate principal amount Outstanding Amount of Swingline Loans then outstanding, does not shall exceed the Swingline Sublimit and (6) the L/C Obligations shall exceed the L/C Sublimit or the L/C Committed Amount (in each case, other than solely as a result of changes in Spot Rates) immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount of such Lender’s Commitmentequal to the difference; provided, however, that that, except under the circumstances described in Section 2.03(a)(ii)(FA)(5), 2.03(c), 2.03(d)(i), 2.03(g), 2.06(b)(i)(B), 2.16(d) or 9.02(c), L/C Obligations will not be Cash Collateralized hereunder until the Revolving Loans and Swingline Loans have been paid in full. If on any Revaluation Date and solely as a result of changes in Spot Rates, (i) no the Outstanding Amount of Limited Currency Revolving Loan Obligations shall be made to exceed 105% of the extent the aggregate unpaid principal amount of all Loans would exceed the Total CommitmentsAggregate Limited Currency Revolving Committed Amount, (ii) no Borrowing Base A Loans the Outstanding Amount of Multicurrency Revolving Obligations shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 105% of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Aggregate Multicurrency Revolving Loan) and Committed Amount or (iii) no Borrowing Base B Loans the Outstanding Amount of all Limited Currency Revolving Obligations and Multicurrency Revolving Obligations denominated in an Alternative Currency shall exceed 105% of the Alternative Currency Sublimit, immediate prepayment or cash collateralization of amounts owing in respect of outstanding B/As will be made on or in respect of the applicable Revolving Obligations in an amount equal to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofdifference.

Revolving Commitments. (a) Subject During the Revolving Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) Loans in Dollars to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided, howeverthat after giving effect to the making of any Revolving Loans in no event shall the Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect. Amounts borrowed pursuant to this Section 2.2(a) may be repaid and reborrowed, that (i) no only in the currency borrowed, during the Revolving Loan shall Commitment Period. All Revolving Loans will be made to by all Revolving Lenders (including both 2018 Revolving Lenders and 2020 Revolving Lenders) in accordance with their Pro Rata Share of the extent Revolving Commitments until the aggregate unpaid principal amount of 2018 Revolving Commitment Maturity Date; thereafter, all Revolving Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall will be made to by the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 2020 Revolving Lenders in accordance with their Pro Rata Share of the Pledged Eligible Assets (including 2020 Revolving Commitments until the Pledged Eligible Assets referred to in Section 2.2(a)(ii) 2020 Revolving Commitment Maturity Date. Each Lender’s Revolving Commitment shall expire on the applicable Revolving Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to such thesuch Revolving Loan) Loans and (iii) no Borrowing Base B Loans thesuch Revolving Commitments shall be made to paid in full no later than such dateapplicable date. For the extent that avoidance of doubt, on the aggregate amount of 2018 Revolving Commitment Termination Date, all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the 2018 Revolving Loans outstanding on such date shall be paid in whole or in part, full and reborrowon the 2020 Revolving Commitment Termination Date, all 2020 Revolving Loans outstanding on such date shall be paid in accordance with the terms and conditions hereoffull.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount If at any one time outstanding which(A) the Outstanding Amount of Multi-Currency Revolving Loan Obligations and Competitive Revolving Loans shall exceed the Aggregate Multi-Currency Revolving Committed Amount, when added to such Lender’s Applicable Percentage (B) the Outstanding Amount of USD L/C Obligations plus the Outstanding Amount of Multi-Currency L/C Obligations shall exceed the L/C Combined Sublimit, (C) the Outstanding Amount of USD Swingline Loans plus the Outstanding Amount of Multi-Currency Swingline Loans shall exceed the Swingline Combined Sublimit, (D) the Outstanding Amount of USD Revolving Loan Obligations shall exceed the Aggregate USD Revolving Committed Amount, (E) the Outstanding Amount of Euro Revolving Loan Obligations shall exceed the Aggregate Euro Revolving Committed Amount, (F) the Outstanding Amount of USD L/C Obligations shall exceed the USD L/C Sublimit, (G) the Outstanding Amount of USD Swingline Loans shall exceed the USD Swingline Sublimit, (H) the Outstanding Amount of Multi-Currency Swingline Loans shall exceed the Multi-Currency Swingline Sublimit, (I) the aggregate principal amount of Swingline Revolving Loan Obligations owing by any Borrower shall exceed its respective Borrowing Limit, or (J) the Outstanding Amount of Competitive Revolving Loans then outstanding, does not shall exceed the Competitive Revolving Loan Maximum Amount, then the applicable Borrowers shall make an immediate prepayment on or in respect of the respective Revolving Loan Obligations in an amount of such Lender’s Commitmentequal to the difference; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitmentsthat, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) except with respect to such Revolving Loanclauses (B) and (iiiF) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may above, L/C Obligations will not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay Cash Collateralized hereunder until the Revolving Loans and Swingline Loans in whole or respect thereof have been paid in part, and reborrow, all in accordance with the terms and conditions hereoffull.

Revolving Commitments. (a) Subject During the Revolving Commitment Period, subject to the terms and conditions hereof, each Lender severally the Purchaser agrees to make revolving credit loans (“Revolving Loans”) Loans to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Company in an aggregate amount up to but not exceeding the Purchaser's Revolving Commitment; provided that, after giving effect to the making of any Revolving Loans, (i) in no event shall the aggregate outstanding principal amount at of Revolving Loans exceed the Revolving Commitments then in effect and (ii) in no event shall the ratio of the aggregate outstanding principal amount of the Revolving Loans to the Total Revolving Outstandings exceed the ratio of the amount of the Revolving Commitments to the amount of the Total Revolving Commitments (without taking into account, for purposes of the foregoing calculations, any one time outstanding which, when added Revolving Loans made pursuant to such Lender’s Applicable Percentage Section 2.3(b) and any Parent Revolving Loans made for purposes of capitalizing accrued and unpaid interest under the Parent Credit Agreement); provided further that in no event shall (A) the sum of (x) the aggregate principal amount of Swingline Revolving Loans then outstandingmade during any calendar month plus (y) the aggregate principal amount of loans made under the Parent Credit Agreement during such calendar month minus (B) the aggregate principal amount of Revolving Loans and the Parent Revolving Loan that is repaid during such calendar month, does not exceed $3,000,000. Amounts borrowed pursuant to this Section 2.2(a) may be repaid and reborrowed during the Revolving Commitment Period. The Purchaser's Revolving Commitment shall expire on the Revolving Commitment Termination Date. Unless the Revolving Loans shall have been converted to Term Loans pursuant to Section 2.2(d), the Revolving Loans and all other amounts owed hereunder with respect to the Revolving Loans and the Revolving Commitments shall be paid in full no later than the Revolving Commitment Termination Date. Notwithstanding any of the foregoing, upon any reduction (whether full or partial) in the amount of such Lender’s Commitment; providedthe Parent Commitment for whatever reason, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, Commitment shall automatically and reborrow, all in accordance with the terms and conditions hereofimmediately be reduced by a proportionate amount.

Revolving Commitments. (a) Subject to the terms and conditions hereofof this Agreement, each Lender severally Xxxxxx hereby agrees to make revolving credit loans (each, a “Revolving LoansRevolver Loan”) to the Borrower Borrowers from time to time on any Business Day during time, but not more frequently than once per day, until the Commitment Periodearlier of (i) the occurrence of an Event of Default or (ii) December 31, at such times 2014 (the earlier of which to occur referred to herein as the Borrower may request in accordance with Section 2.2“Termination Date”), in an aggregate principal amount not to exceed at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding[$42,000,000]*) (the “Revolver”), does not exceed the amount proceeds of which shall be used only for expenses (“Budgeted Expenses”) permitted to be paid by Borrowers in compliance with the Budget and to refinance the Pre-Petition Obligations. Lender will deposit the proceeds of such Lender’s CommitmentRevolver Loans for Budgeted Expenses into the Cash Management Account; provided, however, that (i) no Revolving Lender will not be obligated to make any such Revolver Loan if all applicable conditions precedent set forth in Sections 4.1 and 4.3 are not satisfied. The Revolver Loans made by Lender shall be made to evidenced by one or more accounts or records maintained by Xxxxxx in the extent ordinary course of business. The accounts or records maintained by Xxxxxx shall be conclusive absent manifest error of the aggregate unpaid principal amount of all the Revolver Loans would exceed made by Xxxxxx to Borrowers and the Total Commitmentsinterest and payments thereon. Any failure to so record or any error in doing so shall not, (ii) no Borrowing Base A Loans shall be made however, limit or otherwise affect the obligation of Borrowers hereunder to the extent that the aggregate unpaid principal pay any amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) owing with respect to such Revolving Loanthe outstanding borrowings. Upon the request of Xxxxxx, Borrowers shall execute and deliver to Lender a promissory note (the “Revolver Note”) and (iii) no Borrowing Base B Loans shall be made to in substantially the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrowform attached as Exhibit A hereto, all terms of which are incorporated herein by this reference. Lender may attach schedules to its Revolver Note and endorse thereon the date, amount and maturity of its Revolver Loans and payments with respect thereto. Upon the Roll-Up Funding Date, Lender will make a Revolver Loan to Borrowers in accordance with the terms principal amount not to exceed [$36,500,000] to refinance the Pre-Petition Obligations, which amount shall include all of the then outstanding Obligations and conditions hereofIndebtedness under and as defined in the Existing Credit Agreement (the “Roll-Up”).

Revolving Commitments. (a) Subject to the terms and conditions hereofof this Agreement, each Lender who has agreed to provide a Revolving Commitment severally agrees to make revolving credit loans (“Revolving Loans”) advances to the Borrower from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Revolving Termination Date in an aggregate principal amount at any one time outstanding which, when added up to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does but not exceed exceeding the amount of such Lender’s 's Revolving Commitment as then in effect; PROVIDED, HOWEVER, (a) the Outstanding Revolving Credit applicable to a Lender shall not at any time exceed such Lender's Revolving Commitment; provided, however, that (b) the Outstanding Revolving Credit of all of the Lenders shall not at any time exceed the lesser of (i) the Revolving Loans Borrowing Base or (ii) the aggregate Revolving Commitments, and (c) no Revolving Loan advance shall be made at any time other than concurrently with or within 3 calendar days after the closing of a securitization of the Borrower's Receivables through the issuance of debt Securities amortizing over time and not constituting a "warehouse" or revolving credit facility. Subject to the extent foregoing limitations, and the aggregate unpaid principal amount other terms and provisions of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodthis Agreement, the Borrower may borrow, prepay prepay, and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Revolving Termination Date, the Borrower may Continue Libor Accounts established under the Revolving Loans in whole or in part, and reborrow, all in accordance with Convert Accounts established under the terms and conditions hereofRevolving Loans of one Type into Accounts of the other Type.

Revolving Commitments. (a) Subject to the terms and conditions hereofset forth herein, each Lender severally agrees to make revolving credit loans (“each such loan, a "Revolving Loans”Loan") to the Borrower in Dollars from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Availability Period in an aggregate principal amount not to exceed at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s 's Revolving Commitment; provided, however, that after giving effect to any Borrowing of Revolving Loans, (ia) no the Total Revolving Loan Outstandings shall be made to the extent the aggregate unpaid principal amount of all Loans would not exceed the Total Aggregate Revolving Commitments, (iib) no Borrowing Base A the aggregate Outstanding Amount of the Revolving Loans of any Lender plus such Lender's Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall be made not exceed such Lender's Revolving Commitment and (c) the Outstanding Amount of all Overnight LIBOR Loans shall not exceed the Overnight LIBOR Loan Sublimit. Within the limits of each Lender's Revolving Commitment, and subject to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) other terms and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodconditions hereof, the Borrower may borrowborrow under this Section 2.01, prepay the under Section 2.04, and reborrow under this Section 2.01. Revolving Loans in whole may be Base Rate Loans, Eurodollar Rate Loans, Overnight LIBOR Rate Loans, or in parta combination thereof, and reborrow, all in accordance with the terms and conditions hereof.as further provided herein. 2.02

Revolving Commitments. (ae) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans any then outstandingoutstanding Revolving Loans, the aggregate undrawn amount of all then outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender, sf-3193689 does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all the Total Revolving Extensions of Credit outstanding after giving effect to any requested borrowing of Revolving Loans would shall not exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Available Revolving Commitment then in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodeffect. During the Revolving Commitment Period, Period the Borrower may borrowuse the Available Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be Eurodollar Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.13. Notwithstanding anything to the contrary contained herein, (i) upon the occurrence of a Liquidity Event, at the option of the Required Lenders, all Revolving Loans that are Eurodollar Loans will immediately be deemed to be converted into ABR Loans and the Borrower shall be responsible for paying any amounts arising under Section 2.15 as a result of such deemed conversion, and (ii) during the existence of a Liquidity Event or an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a Eurodollar Loan.

Revolving Commitments. (a) Subject to the terms and conditions hereof--------------------- of this Agreement, each Lender who has agreed to provide a Revolving Commitment severally agrees to make revolving credit loans (“Revolving Loans”) advances to the Borrower from time to time on any Business Day during from and including the Commitment Period, at such times as Closing Date to but excluding the Borrower may request in accordance with Section 2.2, Revolving Termination Date in an aggregate principal amount at any one time outstanding which, when added up to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does but not exceed exceeding the amount of such Lender’s 's Revolving Commitment as then in effect; provided, -------- however, (a) the Outstanding Revolving Credit applicable to a Lender shall not ------- at any time exceed such Lender's Revolving Commitment, and (b) the Outstanding Revolving Credit of all of the Lenders shall not at any time exceed the lesser of (i) the Borrowing Base minus the outstanding principal amount of the Term Loans, or (ii) the aggregate Revolving Commitments. Subject to the foregoing limitations, and the other terms and provisions of this Agreement, Borrower may borrow, prepay, and reborrow hereunder the amount of the Revolving Commitments and may establish Base Rate Accounts and Libor Accounts thereunder and, until the Revolving Termination Date, Borrower may Continue Libor Accounts established under the Revolving Loans or Convert Accounts established under the Revolving Loans of one Type into Accounts of the other Type. Accounts of each Type under the Revolving Loans made by each Lender shall be established and maintained at such Lender's Applicable Lending Office for Revolving Loans of such Type. Notwithstanding anything to the contrary contained in this Agreement, Borrower may from time to time request, and Bank of America may at its discretion from time to time advance (but shall in no event be obligated to advance), Revolving Loans which are to be funded solely by Bank of America (the "Swingline --------- Advances"); provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all the -------- ------- Swingline Advances outstanding at any time shall not exceed Five Million Dollars ($5,000,000) and the aggregate principal amount of the Revolving Loans would outstanding at any time (inclusive of the Swingline Advances) shall not exceed the Total aggregate principal amount of the Revolving Commitments, (ii) all Swingline Advances shall bear interest at the rate provided by Section 4.1(c), (iii) each -------------- Swingline Advance shall be a minimum principal amount of One Hundred Thousand Dollars ($100,000) or any larger amount in increments of Fifty Thousand Dollars ($50,000), and (iv) Bank of America shall give the Administrative Agent and each Lender written notice of the aggregate outstanding principal amount of the Swingline Advances upon the written request of the Administrative Agent or any Lender (but no Borrowing more often than once every calendar quarter). Furthermore, upon one Business Day's prior written notice given by Bank of America to the Administrative Agent and the other Lenders at any time and from time to time (including, without limitation, at any time following the occurrence of a Default or an Event of Default) and, in any event, without notice on the Business Day immediately preceding the Termination Date, each Lender (including, without limitation, Bank of America) severally agrees, as provided in the first sentence of this Section 2.1, and notwithstanding anything to the contrary ----------- contained in this Agreement, any Default or Event of Default or the inability or failure of Borrower or any of its Subsidiaries or any other Loan Party to satisfy any condition precedent to funding any of the Revolving Loans contained in Article 8 (which conditions precedent shall not apply to this sentence), to --------- make a Revolving Loan, in the form of a Base A Rate Account, in an amount equal to its Commitment Percentage of the aggregate principal amount of the Swingline Advances then outstanding, and the proceeds of such Revolving Loans shall be made promptly paid by the Administrative Agent to the extent that Bank of America and applied as a repayment of the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofSwingline Advances then outstanding.

Revolving Commitments. (a) Prior to the Closing Date, Existing Revolving Loans were made to the Borrower under the Existing Credit Agreement which remain outstanding as of the date of this Agreement. Subject to the terms and conditions set forth in this Agreement, the Borrower and each of the Lenders agree that on the Closing Date but subject to the reallocation and other transactions described in Section 10.22, the Existing Revolving Loans shall be reevidenced as Loans under this Agreement and the terms of the Existing Revolving Loans shall be restated in their entirety and shall be evidenced by this Agreement. Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided. In addition, however, that (i) no Revolving Loan such aggregate obligations shall be made to the extent the aggregate unpaid principal amount of all Loans would not at any time exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Commitments in Section 2.2(a)(ii) with respect to effect at such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodtime. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13.

Revolving Commitments. (a) Subject During the Revolving Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) Loans in Dollars to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided, howeverthat after giving effect to the making of any Revolving Loans in no event shall the Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect. Amounts borrowed pursuant to this Section 2.2(a) may be repaid and reborrowed, that (i) no only in the currency borrowed, during the Revolving Loan shall Commitment Period. All Revolving Loans will be made to by all Revolving Lenders (including both 2018 Revolving Lenders and 2020 Revolving Lenders) in accordance with their Pro Rata Share of the extent Revolving Commitments until the aggregate unpaid principal amount of 2018 Revolving Commitment Maturity Date; thereafter, all Revolving Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall will be made to by the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 2020 Revolving Lenders in accordance with their Pro Rata Share of the Pledged Eligible Assets (including 2020 Revolving Commitments until the Pledged Eligible Assets referred to in Section 2.2(a)(ii) 2020 Revolving Commitment Maturity Date. Each Lender’s Revolving Commitment shall expire on the applicable Revolving Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to such Revolving Loan) Loans and (iii) no Borrowing Base B Loans such Revolving Commitments shall be made to paid in full no later than such applicable date. For the extent that avoidance of doubt, on the aggregate amount of 2018 Revolving Commitment Termination Date, all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the 2018 Revolving Loans outstanding on such date shall be paid in whole or in part, full and reborrowon the 2020 Revolving Commitment Termination Date, all 2020 Revolving Loans outstanding on such date shall be paid in accordance with the terms and conditions hereoffull.

Revolving Commitments. (a) Subject During the Revolving Commitment Period, subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) Loans in Dollars to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added up to but not exceeding such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment; provided, howeverthat after giving effect to the making of any Revolving Loans in no event shall the Total Utilization of Revolving Commitments exceed the Revolving Commitments then in effect. Amounts borrowed pursuant to this Section 2.2(a) may be repaid and reborrowed, that (i) no only in the currency borrowed, during the Revolving Loan shall Commitment Period. All Revolving Loans will be made to by all Revolving Lenders (including both 2018 Revolving Lenders and 2020 Revolving Lenders) in accordance with their Pro Rata Share of the extent Revolving Commitments until the aggregate unpaid principal amount of 2018 Revolving Commitment Maturity Date; thereafter, all Revolving Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall will be made to by the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value 2020 Revolving Lenders in accordance with their Pro Rata Share of the Pledged Eligible Assets (including 2020 Revolving Commitments until the Pledged Eligible Assets referred to in Section 2.2(a)(ii) 2020 Revolving Commitment Maturity Date. Each Lender’s Revolving Commitment shall expire on the applicable Revolving Commitment Termination Date and all Revolving Loans and all other amounts owed hereunder with respect to such Revolving Loan) Loans and (iii) no Borrowing Base B Loans such Revolving Commitments shall be made to paid in full no later than such applicable date. For the extent that avoidance of doubt, on the aggregate amount of 2018 Revolving Commitment Termination Date, all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the 2018 Revolving Loans outstanding on such date shall be paid in whole or in part, full and reborrowon the 2020 Revolving Commitment Termination Date, all 2020 Revolving Loans outstanding on such date shall be paid in accordance with the terms and conditions hereof.full. (b)

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans in Dollars or in one or more Alternative Currencies (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of any then outstanding Revolving Loans, any Swingline Loans then outstandingLoans, does not exceed the amount of such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal undrawn amount of all Loans would exceed the Total Commitmentsthen outstanding Letters of Credit, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender, does not exceed (i) the amount of such Lxxxxx’s Revolving Commitment and (ii) to the extent any of the foregoing are denominated in Alternative Currencies, the Alternative Currency Sublimit. In addition, the amount of the Total Revolving Extensions of Credit outstanding after giving effect to any requested borrowing of Revolving Loans would shall not exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date Available Revolving Commitments then in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodeffect. During the Revolving Commitment Period, the Borrower may borrowuse the Available Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be SOFR Loans or Base Rate Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.2 and 2.8, provided that all Revolving Loans denominated in an Alternative Currency shall be SOFR Loans. Notwithstanding anything to the contrary contained herein, during the existence and continuation of an Event of Default, no Revolving Loan may be borrowed as, converted to or continued as a SOFR Loan.

Revolving Commitments. (a) Subject The aggregate Revolving Commitments are hereby increased by $23,000,000.00 to the terms and conditions hereof, each Lender severally $523,000,000.00. JPMorgan hereby agrees to make revolving credit loans increase its Revolving Commitment by $7,666,666.67, KeyBank National Association hereby agrees to increase its Revolving Commitment by $7,666,666.66, and Bank of America, N.A. hereby agrees to increase its Revolving Commitment by $7,666,666.66 (collectively, the “New Revolving LoansCommitments”) to the Borrower amount set forth opposite its name on Schedule 2.01A attached to this Amendment. Such New Revolving Commitments shall constitute “Extended Revolving Commitments” under the Credit Agreement. On the Amendment Effective Date, (a) each of the Revolving Lenders shall assign to each of the Increasing Lenders, and each of the Increasing Lenders shall purchase from time to time on any Business Day during each of the Commitment PeriodRevolving Lenders, at the principal amount thereof (together with accrued interest), such times interests in the Revolving Loans outstanding on the Amendment Effective Date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans will be held by the Borrower may request Revolving Lenders ratably in accordance with Section 2.2their Revolving Commitments set forth on Schedule 2.01A attached to this Amendment, in an aggregate principal amount at any one time outstanding which(b) each Revolving Lender shall automatically and without further act be deemed to have assigned to each of the Increasing Lenders, when added and each such Increasing Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Lender’s Applicable Percentage participations hereunder in outstanding Letters of Credit and Swingline Loans such that, after giving effect to each such deemed assignment and assumption of participations, the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Commitment; provided, however, that outstanding (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount participations in Letters of all Loans would exceed the Total Commitments, Credit and (ii) no Borrowing Base A participations in Swingline Loans will be held by the Revolving Lenders ratably in accordance with their Revolving Commitments set forth on Schedule 2.01A attached to this Amendment, (c) each New Revolving Commitment shall be deemed for all purposes a Revolving Commitment and an Extended Revolving Commitment and each loan made to the extent that the aggregate unpaid principal amount of thereunder shall be deemed, for all Borrowing Base A Loans would exceed the aggregate purposes, a Revolving Loan Value of the Pledged Eligible Assets and an Extended Loan and (including the Pledged Eligible Assets referred to in Section 2.2(a)(iid) each Increasing Lender shall become a Revolving Lender with respect to such the New Revolving Loan) Commitment and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereofmatters relating thereto.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount with respect to all such Revolving Loans at any one time outstanding which, when added to the aggregate outstanding amount of any Revolving Loans, any Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Revolving Commitment. In addition, the amount of the Total Revolving Extensions of Credit outstanding at such time shall not exceed the lesser of (i) the Total Revolving Commitments in effect at such time, and (ii) the sum of (x) the Non-Formula Amount and (y) the Borrowing Base, each as in effect at such time (the “Availability Amount”); provided, however, that notwithstanding anything to the contrary contained in this Section 2.1(a), Revolving Loans may be made in excess of the Availability Amount (ibut not in excess of the Total Revolving Commitments then in effect) no (such Revolving Loan Loans referred to herein as “Non-Formula Advances”) subject to the following terms and conditions: (1) such Non-Formula Advances may be made solely during the last Business Day of any fiscal quarter, commencing with the quarter ending December 31, 2016; (2) prior to any Non-Formula Advance, the Borrower must provide a duly completed and executed Notice of Borrowing in accordance with the requirements of Section 2.2 which requests such Non-Formula Advance and which also directs the repayment of such Non-Formula Advance within the time frame provided in clause (5) herein, (3) Liquidity (as measured when giving effect to the Non-Formula Advances on a pro forma basis) on the date of such requested Non-Formula Advance must be greater than or equal to $40,000,000, (4) the proceeds of any Non-Formula Advance shall be made held in an account that Borrower maintains at SVB or an Affiliate of SVB until such Non-Formula Advance is repaid, and (5) the Borrower shall repay any and all Non-Formula Advances on or before the first (1st) Business Day after the applicable fiscal quarter end. In the event that the Borrower shall fail to repay the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitmentsany Non-Formula Advance as provided in Section 2.1(a)(5), (ii) no Borrowing Base A Loans such Non-Formula Advance shall be made deemed an Advance that is not a Non-Formula Advance and shall be subject to the extent that terms and conditions of this Agreement, including, without limitation, the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed Availability Amount and the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to provisions set forth in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period2.5. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof.

Revolving Commitments. (a) Subject to If for any reason the terms and conditions hereofTotal Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time on any Business Day during shall immediately prepay Revolving Loans and/or the Commitment Period, at such times as Swing Line Loans and/or Cash Collateralize the Borrower may request in accordance with Section 2.2, L/C Obligations in an aggregate principal amount at any one time outstanding which, when added equal to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such Lender’s Commitmentexcess; provided, however, that (ithe Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i) no unless after the prepayment in full of the Revolving Loan Loans and the Swing Line Loans the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect. All amounts required to be paid pursuant to this Section 2.05(b)(i) shall be made applied ratably to the extent the aggregate unpaid principal amount of Revolving Loans and Swing Line Loans and (after all Revolving Loans would exceed the Total Commitments, and Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. (ii) no Borrowing Base A Loans shall be made to the extent that Swing Line Commitments. If for any reason (A) the aggregate unpaid principal amount of all Borrowing Base A Swing Line Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets to any Swing Line Lender exceeds its Swing Line Commitment or (including the Pledged Eligible Assets referred to in Section 2.2(a)(iiB) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Swing Line Loans would exceed exceeds the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date Swing Line Sublimit then in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Periodeffect, the Borrower may borrow, shall immediately prepay the Revolving Swing Line Loans in whole or in part, an aggregate amount equal to such excess. All amounts required to be paid pursuant to (1) Section 2.05(b)(ii)(A) shall be applied to such Swing Line Lender and reborrow, all in accordance with the terms and conditions hereof(2) Section 2.05(b)(ii)(B) shall be applied ratably to outstanding Swing Line Loans.

Revolving Commitments. (ai) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“"Revolving Credit Loans”") to the Borrower Borrowers, without double-counting (i.e., amounts advanced by a Lender in respect of its Tranche A Commitment shall not be counted in reduction of its Tranche B Commitment, or vice versa) (x) in the case of Lenders with a Tranche A Commitment, in Dollars only, from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to such Lender’s 's Applicable Percentage of the aggregate principal amount of Swingline Loans then outstandingoutstanding Tranche A L/C Obligations, does not exceed the amount of such Lender’s 's Tranche A Commitment, and (y) in the case of Lenders with a Tranche B Commitment, in Dollars or in an Alternate Currency, from time to time during the Commitment Period in an aggregate principal amount at any one time outstanding the Dollar Equivalent of which, when added to such Lender's Applicable Percentage of the then outstanding Tranche X X/C Obligations, does not exceed the amount of such Lender's Tranche B Commitment; provided, however, provided that (i) no Revolving Money Market Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to available in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodan Alternate Currency. During the Commitment Period, Period the Borrower Borrowers may borrow, prepay use the Revolving Commitments by borrowing, prepaying the Revolving Credit Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. Notwithstanding anything to the contrary contained in this Agreement, in no event shall, at any time, the sum of the Revolving Exposure of all of the Lenders plus the aggregate principal amount of outstanding Competitive Loans exceed the aggregate Revolving Commitments then in effect.

Revolving Commitments. (a) Subject By written notice sent to the terms and conditions hereofAdministrative Agent, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower may at any time and from time to time on any Business Day during after the earlier of the Acquisition Funding Date and the Commitment Period, at such times as the Borrower may Termination Date request in accordance with Section 2.2, in (x) an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage increase of the aggregate principal amount of Swingline Loans then outstandingthe Revolving Commitments (each such increase, does not exceed a “Revolving Commitment Increase”) or (y) a new tranche of revolving commitments (the “Limited Condition Transaction Revolving Commitments”) to fund a Limited Condition Transaction, in each case, by an aggregate amount equal to any integral multiple of $5,000,000; provided that at the time of each such Lender’s Commitment; providedrequest and upon the effectiveness of each Incremental Facility Amendment, however, that (i) no Default shall have occurred and be continuing or shall result therefrom and (ii) the sum of, without duplication (A) the total amount of all Commitments and Limited Condition Transaction Revolving Loan shall be made Commitments after giving effect to any such increase or effectiveness, plus (B) the extent the aggregate unpaid initial principal amount of all Term Loans would exceed the Total Commitments, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred Tranche A Term Loans and any Incremental Term Loans) (after giving effect to any incurrence pursuant to clause (b) below), and in Section 2.2(a)(iieach case giving effect to any repayment or refinancing (or replacement of Commitments) to occur in connection therewith, shall not exceed the Incremental Amount; provided, further that notwithstanding the foregoing or anything to the contrary herein, if such Limited Condition Transaction Revolving Commitments have been requested in connection with a Limited Condition Transaction, at the Borrower’s option, the condition set forth in clause (i) above shall be tested at the time a definitive agreement for such Limited Condition Transaction has been entered into unless otherwise set forth in the applicable Incremental Facility Amendment. Other than pricing and fees, the commitments and loans with respect to such Limited Condition Transaction Revolving Loan) and (iii) no Borrowing Base B Loans Commitments shall be made to have the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay same terms as the Revolving Loans in whole or in partCommitments and Revolving Loans, and reborrow, all in accordance with as the terms and conditions hereofcase may be.

Revolving Commitments. (a) Subject to the terms and conditions hereof, including implementation of Reserves, each Revolving Lender severally agrees to make revolving credit loans (each, a “Revolving Loan” and, collectively, the “Revolving Loans”) to the Borrower from time to time on any Business Day during the Revolving Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, Period in an aggregate principal amount at any one time outstanding which, when added to the aggregate outstanding amount of the Swingline Loans, the aggregate undrawn amount of all outstanding Letters of Credit, and the aggregate amount of all L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans, incurred on behalf of the Borrower and owing to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the amount of such LenderXxxxxx’s Revolving Commitment; provided. In addition, however, that (A) such aggregate obligations shall not at any time exceed the lesser of (i) the Total Revolving Commitments in effect at such time, and (ii) the Borrowing Base at such time and (B) in no Revolving Loan event shall be made to the extent the aggregate unpaid principal undrawn amount of all Loans would exceed the Total Commitmentsoutstanding Letters of Credit at such time, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B L/C Disbursements that have not yet been reimbursed or converted into Revolving Loans would at such time, and the aggregate principal balance of any Revolving Loans outstanding at such time the aggregate principal balance of any Term Loans outstanding at such time, collectively exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodAvailable Total Commitment. During the Revolving Commitment Period, Period the Borrower may borrowuse the Revolving Commitments by borrowing, prepay prepaying the Revolving Loans in whole or in part, and reborrowreborrowing, all in accordance with the terms and conditions hereof. The Revolving Loans may from time to time be SOFR Loans or ABR Loans, as determined by the Borrower and notified to the Administrative Agent in accordance with Sections 2.5 and 2.13. Borrowings of more than one Type may be outstanding at the same time; provided that, there shall not be more than a total of seven (7) SOFR Borrowings outstanding at any time.

Revolving Commitments. (a) Subject to the terms and conditions hereofherein set forth, each Lender severally hereby severally, but not jointly, agrees to make revolving credit loans in Dollars (each such loan, a “Revolving LoansLoan”) ), not to exceed the Revolving Commitment Amount, to the Borrower from time to time Borrowers as follows: (i) an initial borrowing on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2Closing Date, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage of the aggregate principal amount of Swingline Loans then outstanding, does $15,000,000 (the “Initial Borrowing”) and (ii) additional borrowings on each Subsequent Revolver Funding Date in respect of which a Notice of Borrowing has been delivered in an amount not to exceed the Availability or a greater amount agreed to in writing by the Administrative Agent or each Lender in their sole discretion. The proceeds of such Lender’s Commitment; provided, however, that Revolving Loans shall be deposited into the Term and Revolving Loan Priority Collateral Deposit Account. The Revolving Loans and Revolving Loan proceeds shall be allocated to the Borrowers in the manner specified in the Notice of Borrowing therefor and used to pay (i) no Revolving Loan shall be made certain pre-petition expenses of the Borrowers and other costs authorized by the Bankruptcy Court in each case acceptable to the extent the aggregate unpaid principal amount of all Loans would exceed the Total CommitmentsLenders, (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount Obligations hereunder and under all other Loan Documents (including, without limitation, interest, fees, expenses and other amounts of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loanwhatever nature and Agent Expenses) and (iii) no Borrowing Base B Loans post-petition operating expenses and to fund working capital of the Borrowers and other costs and expenses of administration of the Chapter 11 Cases (excluding wind-down expenses and payments with respect any management incentive plan unless agreed to in writing by the Lenders in their sole discretion), in each case subject to Availability and not to exceed the Revolving Commitment Amount. Notwithstanding the preceding, prior to the entry by the Bankruptcy Court of a Final Order, the Revolving Commitment Amount shall be made limited to the sum of $25,000,000, to the extent that authorized by the aggregate amount Interim Order. For the avoidance of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Loans may doubt, there shall not be borrowed on any date more than one borrowing in any rolling period of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole or in part, and reborrow, all in accordance with the terms and conditions hereoffiscal week.

Revolving Commitments. (a) Subject By written notice sent to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans Administrative Agent (“Revolving Loans”) which the Administrative Agent shall promptly distribute to the Lenders), the Borrower may at any time and from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount at any one time outstanding which, when added to such Lender’s Applicable Percentage increase of the aggregate principal amount of Swingline Loans then outstanding, does not exceed the Commitments by an aggregate amount equal to any integral multiple of such Lender’s Commitment$5,000,000; provided, however, provided that (i) no Revolving Loan Default shall have occurred and be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, continuing; (ii) no Borrowing Base A Loans shall be made to the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to in Section 2.2(a)(ii) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of the Commitments shall not have been reduced, nor shall the Borrower have given notice of any such reduction under Section 2.09; (iii) the sum of (A) the total amount of all Borrowing Base B Loans would Commitments after giving effect to any such increase, plus (B) the initial principal amount of any Incremental Term Loan, shall not exceed $800,000,000; and (iv) the Borrowing Base B Limit; provided further that Borrowing Base B Loans may Commitment of a Lender shall not be borrowed on any date in any rolling period increased without the consent of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such periodLender. During If one or more of the Lenders is not increasing its Commitment, then, with notice to the Administrative Agent and the other Lenders, another one or more financial institutions, each as approved by the Borrower and the Administrative Agent (a “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment Periodof each New Lender shall be at least $5,000,000. Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the Increase Amount, then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrower may borrowBorrower, prepay the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit “C”. If all existing Lenders shall not have provided their pro rata portion of the requested Increase Amount, the Revolving Loans in whole or in part, and reborrow, all will not be held pro rata by the Lenders in accordance with the Applicable Percentages determined hereunder. To remedy the foregoing, on the date of the effectiveness of the Increased Commitment Supplement, the Lenders shall make advances among themselves so that after giving effect thereto the Revolving Loans will be held by the Lenders, pro rata in accordance with the Applicable Percentages hereunder. The advances so made by each Lender whose Applicable Percentage has increased as a result of the changes to the Commitments shall be deemed to be a purchase of a corresponding amount of the Revolving Loans of the Lender or Lenders whose Applicable Percentages have decreased. The advances made under this Section shall be Loans of the same Type as those previously held by the Lender or Lenders whose Applicable Percentages have decreased unless or until the Borrower shall have selected an alternative interest rate to apply thereto under the terms and conditions hereofof this Agreement. All advances made under this Section shall be made through the Administrative Agent.

Revolving Commitments. (a) Subject During the Commitment Period, subject to the terms and conditions hereof, each Lender Revolving Bank severally agrees to make revolving credit loans (“the "Revolving Loans”") to the Borrower from time to time on any Business Day during in the amount of such Bank's Revolving Commitment Period, at Percentage of such times as Revolving Loans for the Borrower may request in accordance with Section 2.2, in an aggregate principal amount purposes hereinafter set forth; provided that (i) Extensions of Credit used for general corporate purposes hereunder shall not exceed Fifty Million Dollars ($50,000,000) at any one time outstanding whichtime, when added unless and to such Lender’s Applicable Percentage of the extent necessary to maintain the Borrower's REIT status, (ii) with regard to the Revolving Banks collectively, the aggregate principal amount of Swingline Loans then outstanding, does Obligations at any time shall not exceed the amount Aggregate Revolving Committed Amount and (iii) with regard to each Revolving Bank individually, such Revolving Bank's Revolving Commitment Percentage of Obligations at any time shall not exceed such Lender’s Commitment; provided, however, that (i) no Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, (ii) no Borrowing Base A Bank's Revolving Committed Amount. Revolving Loans shall be made to by the extent that the aggregate unpaid principal amount of all Borrowing Base A Loans would exceed the aggregate Loan Value of the Pledged Eligible Assets (including the Pledged Eligible Assets referred to Revolving Banks ratably in Section 2.2(a)(ii) accordance with respect to such their respective Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that the aggregate amount of all Borrowing Base B Loans would exceed the Borrowing Base B Limit; provided further that Borrowing Base B Commitment Percentages. Revolving Loans may not be borrowed on any date in any rolling period consist of 90 consecutive days if Borrowing Base B Rate Loans have already been outstanding for 30 days during such period. During the Commitment Periodor Eurodollar Loans, or a combination thereof, as the Borrower may borrow, prepay the Revolving Loans in whole or in partrequest, and reborrow, all may be repaid and reborrowed in accordance with the terms provisions hereof. Revolving Loans consisting of (A) Eurodollar Loans shall be in the minimum aggregate principal amount of One Million Dollars ($1,000,000) and conditions hereofintegral multiples of One Hundred Thousand Dollars ($100,000) in excess thereof, and (B) Base Rate Loans shall be in the minimum aggregate principal amount of Five Hundred Thousand Dollars ($500,000) and integral multiples of One Hundred Thousand Dollars ($100,000) in excess thereof. Notwithstanding anything contained herein to the contrary, the Borrower shall be limited to a maximum number of twenty (20) Eurodollar Loans outstanding at any time.

Revolving Commitments. (a) Subject to the terms and conditions hereof, each Lender severally agrees to make revolving credit loans (“Revolving Loans”) to the Borrower from time to time on any Business Day during the Commitment Period, at such times as the Borrower may request in accordance with Section 2.2, in an aggregate principal amount If at any one time outstanding which(A) the Total Revolving Outstandings shall exceed the Aggregate Revolving Commitments, when added to such Lender’s Applicable Percentage (B) the Outstanding Amount of Letter of Credit Obligations shall exceed the aggregate principal amount Letter of Credit Sublimit, or (C) the Outstanding Amount of Swingline Loans then outstanding, does not shall exceed the Swingline Sublimit, immediate prepayment will be made on or in respect of the Revolving Obligations in an amount of equal to such Lender’s Commitmentexcess; provided, however, that that, except with respect to clause (i) no B), Letter of Credit Obligations will not be Cash Collateralized hereunder until the Revolving Loan shall be made to the extent the aggregate unpaid principal amount of all Loans would exceed the Total Commitments, and Swingline Loans have been paid in full. (ii) no Borrowing Base A Loans shall Asset Sales and Involuntary Dispositions. Prepayment will be made on the Obligations on the Business Day following receipt of Net Cash Proceeds required to be prepaid pursuant to the extent that the aggregate unpaid principal provisions hereof in an amount of all Borrowing Base A Loans would exceed the aggregate Loan Value equal to one hundred percent (100%) of the Pledged Eligible Assets Net Cash Proceeds received from any Asset Sale or Involuntary Disposition by the Borrower or any of its Subsidiaries; provided, however, that, so long as no Default or Event of Default has occurred and is continuing, such Net Cash Proceeds shall not be required to be so applied (including the Pledged Eligible Assets referred to in Section 2.2(a)(iiA) with respect to such Revolving Loan) and (iii) no Borrowing Base B Loans shall be made to the extent that until the aggregate amount of the Net Cash Proceeds derived from (x) any single Asset Sale or Involuntary Disposition is equal to or greater than $250,000 or (y) all Borrowing Base B Loans would exceed Asset Sales or Involuntary Dispositions, inclusive of any Asset Sales or Involuntary Dispositions consummated in reliance on the Borrowing Base B Limit; provided further that Borrowing Base B Loans may not be borrowed on any date foregoing clause (x), in any rolling period single fiscal year of 90 consecutive days if Borrowing Base B Loans have already been outstanding for 30 days during such period. During the Commitment Period, the Borrower may borrow, prepay the Revolving Loans in whole is equal to or in part, greater than $4,000,000 and reborrow, all in accordance with the terms and conditions hereof.57