Common use of Revolving Credit Borrowing Clause in Contracts

Revolving Credit Borrowing. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans (each such loan, a “Revolving Credit Loan”) to the Borrower from time to time, on any Business Day during the applicable Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment. Within the limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(b), prepay under Section 2.05, and reborrow under this Section 2.01(b). Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

Revolving Credit Borrowing. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans (each such loan, a “Revolving Credit Loan”) to any of the Borrower Borrowers in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the applicable Availability Period, in an aggregate amount the Dollar Equivalent of which does not to exceed at any time outstanding the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans Exposure shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment; and provided further that Toro Luxembourg may not request a Revolving Credit Borrowing, and no Lender shall have any obligation to make a Revolving Credit Loan to Toro Luxembourg, until such documents, opinions, certificates and other items, each in form and substance satisfactory to the Administrative Agent, are delivered to the Administrative Agent pursuant to Sections 4.01(a)(iii), (iv), (vi) and (vii). Within the limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.01(b)2.01, prepay under Section 2.05, and reborrow under this Section 2.01(b)2.01. Revolving Credit Loans may be Base Rate Loans, Eurocurrency Rate Loans or Eurodollar Alternative Currency Daily Rate Loans, Loans as further provided herein; provided, however, that any Borrowings made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless Toro delivers a Funding Indemnity Letter not less than three (3) Business Days prior to the date of such Borrowing.

Revolving Credit Borrowing. Subject to the terms and conditions set forth hereinExcept as otherwise provided in Section 2.02(b) or Section 2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Eurodollar Rate Advances, or (y) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Agent, which shall give to each Lender severally agrees to make loans prompt notice thereof by telecopier. Each such notice of a Revolving Credit Borrowing (each such loan, a “Notice of Revolving Credit LoanBorrowing”) to shall be by telephone, confirmed immediately in writing, or telecopier in substantially the Borrower from time to timeform of Exhibit B hereto, on any Business Day during specifying therein the applicable Availability Periodrequested (i) date of such Revolving Credit Borrowing, in an (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount not to exceed at any time outstanding the amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of Eurodollar Rate Advances, initial Interest Period for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, make available for the account of its Applicable Lending Office to the Agent at the applicable Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit CommitmentBorrowing. After the Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Agent will make such funds available to the Borrower at the Agent’s address referred to in Section 9.02 or at such other address as may be designated in writing to the Agent by the Borrower; provided, however, that after giving effect the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, (i) plus interest accrued and unpaid thereon to and as of such date, available to the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed Banks and such Revolving Credit Lender’s Revolving Credit Commitment. Within the limits other Lenders for repayment of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(b), prepay under Section 2.05, and reborrow under this Section 2.01(b). Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided hereinsuch Swing Line Advances.

Revolving Credit Borrowing. Subject The Borrower shall give the Administrative -------------------------- Agent irrevocable telephonic notice (promptly confirmed in writing in a Borrowing Notice) (which notice must be received by the Administrative Agent prior to Noon, Chicago time, (a) three Business Days prior to the terms requested Borrowing Date, in the case of Eurodollar Loans (accompanied in the case of the initial Loans consisting of Eurodollar Loans on the Closing Date by appropriate indemnification letters to protect the Administrative Agent and conditions Revolving Credit Lenders in the event such Eurodollar Loans are not disbursed on the date set forth hereinin such notice), or (b) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans (excluding Swingline Loans and Revolving Loans made pursuant to a Mandatory Borrowing)), specifying (i) the amount and Type of Loans to be borrowed, (ii) the requested Borrowing Date, and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing shall be in an amount equal to (x) in the case of Base Rate Loans $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans $1,000,000 or a whole multiple of $500,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall notify each Revolving Credit Lender severally agrees of the receipt of the Borrower's request prior to make loans (each the end of business on the day the Administrative Agent timely receives such loan, a “notice from the Borrower. Each Revolving Credit Loan”) Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Administrative Agent's Payment Office prior to 1:00 P.M., Chicago time, on the requested Borrowing Date in funds immediately available to the Administrative Agent. Such borrowing will then be made available, no later than 2:00 P.M., Chicago time, on the requested Borrowing Date, to the Borrower from time by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Revolving Credit Lenders and in like funds as received by the Administrative Agent (or, in the event that the Borrower specifies in the relevant Borrowing Notice a different account into which such amounts should be transferred, the Administrative Agent shall, no later than 2:00 P.M., Chicago time, on any Business Day during the applicable Availability Periodrequested Borrowing Date, in an transfer to such account the aggregate amount not made available to exceed at any time outstanding the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed Administrative Agent by the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment. Within the limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(bLenders in immediately available funds), prepay under Section 2.05, and reborrow under this Section 2.01(b). Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

Revolving Credit Borrowing. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans (each such loan, a “Revolving Credit Loan”) to any of the Borrower Borrowers in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the applicable Availability Period, in an aggregate amount the Dollar Equivalent of which does not to exceed at any time outstanding the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans Exposure shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment; and provided further that Toro Luxembourg may not request a Revolving Credit Borrowing, and no Lender shall have any obligation to make a Revolving Credit Loan to Toro Luxembourg, until such documents, opinions, certificates and other items, each in form and substance satisfactory to the Administrative Agent, are delivered to the Administrative Agent pursuant to Sections 4.01(a)(iii), (iv), (vi) and (vii). Within the limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower Borrowers may borrow under this Section 2.01(b)2.01, prepay under Section 2.05, and reborrow under this Section 2.01(b)2.01. Revolving Credit Loans may be Base Rate Loans, Term SOFR Loans, Alternative Currency Term Rate Loans or Eurodollar Alternative Currency Daily Rate Loans, Loans as further provided herein; provided, however, that any Borrowings made on the Closing Date or any of the three (3) Business Days following the Closing Date shall be made as Base Rate Loans unless Toro delivers a Funding Indemnity Letter not less than three (3) Business Days prior to the date of such Borrowing.

Revolving Credit Borrowing. Subject The Borrower may borrow under -------------------------- the Revolving Credit Commitments during the Revolving Credit Commitment Period on any Business Day (each a "Borrowing"), provided that the Borrower shall give -------- the Administrative Agent irrevocable telephonic notice (promptly confirmed in writing in a Borrowing Notice) (which notice must be received by the Administrative Agent prior to Noon, Chicago time, (a) three Business Days prior to the terms requested Borrowing Date, in the case of Eurodollar Loans (accompanied in the case of the initial Revolving Credit Loans consisting of Eurodollar Loans on the Closing Date by appropriate indemnification letters to protect the Administrative Agent and conditions Lenders in the event such Eurodollar Loans are not disbursed on the date set forth hereinin such notice), or (b) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans (excluding Swingline Loans and Revolving Loans made pursuant to a Mandatory Borrowing)), specifying (i) the amount and Type of Revolving Credit Loans to be borrowed, (ii) the requested Borrowing Date, and (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Each borrowing under the Revolving Credit Commitments shall be in an amount equal to (x) in the case of Base Rate Loans $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if the then aggregate Available Revolving Credit Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans $1,000,000 or a whole multiple of $500,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall notify each Revolving Credit Lender severally agrees of the receipt of Borrower's request prior to make loans (each the end of business on the day Administrative Agent timely receives such loan, a “notice from Borrower. Each Revolving Credit Loan”) Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of Borrower at the Administrative Agent's Payment Office prior to 1:00 P.M., Chicago time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available, no later than 2:00 P.M., Chicago time, on the requested Borrowing Date, to the Borrower from time by the Administrative Agent crediting the account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Revolving Credit Lenders and in like funds as received by the Administrative Agent (or, in the event that the Borrower specifies in the relevant Borrowing Notice a different account into which such amounts should be transferred, the Administrative Agent shall, no later than 2:00 P.M., Chicago time, on any Business Day during the applicable Availability Periodrequested Borrowing Date, in an transfer to such account the aggregate amount not made available to exceed at any time outstanding the amount of such Revolving Credit Lender’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed Administrative Agent by the Revolving Credit Facility, and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Revolving Credit Lender, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations, plus such Revolving Credit Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Revolving Credit Lender’s Revolving Credit Commitment. Within the limits of each Revolving Credit Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(bLenders in immediately available funds), prepay under Section 2.05, and reborrow under this Section 2.01(b). Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.