Common use of Revolving Credit Facility Clause in Contracts

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender of (A) the Aggregate Revolving Credit Exposure shall not at any time exceed its separate CommitmentCommitment at such time and (B) the Canadian Loans shall not at any time exceed its separate Canadian Commitment at such time. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Aggregate Revolving Credit Advances to be made Exposure at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers Loans at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers Loans at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 2.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances under the Revolving Loan Commitment (each, a “Revolving Credit Advance”). All “Revolving Credit Advances” under, and as defined in, the Prior Credit Agreement that are outstanding on the Closing Date shall be deemed to be Revolving Credit Advances hereunder. The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a)(i); provided, provided that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon 1:00 p.m. (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 1:00 p.m. (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be reasonably required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero1.5(f).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender of (A) the Aggregate Revolving Credit Exposure shall not at any time exceed its separate CommitmentCommitment at such time and (B) the Canadian Loans shall not at any time exceed its separate Canadian Commitment at such time. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Aggregate Revolving Credit Advances to be made Exposure at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers Loans at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers Loans at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 2.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers at any time and from time to time on and after the Closing Date until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate CommitmentRevolving Loan Commitment (less its Pro Rata Share of the Export-Related Credit Participations). The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided; however, that (x) except as set forth in Section 1.1(a)(iii), the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Primary Borrowing Availability at such time, (y) the amount of any Revolving Credit Advances to . Primary Borrowing Availability may be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timereduced by Reserves imposed by Agent in its Permitted Discretion. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “”Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10Each Borrower shall, if requested by Lenders, (x) the U.S. Borrowersa Revolving Lender, jointly and severally, shall execute and deliver to each such Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date (or such “effective date” as set forth under any Assignment Agreement) and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (ia) Subject to the terms and conditions hereof, each Lender severally agrees to shall make available to the Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a an “Revolving Credit Advance”). The Pro Rata Share of the Loans Loan of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, the Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Borrowing Availability at such time and (z) at no time shall the total amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not outstanding exceed the Canadian Availability at such timeTotal Borrowing Availability. Each Revolving Credit Advance shall be made on notice by Borrower Representative the Borrowers to one of the representatives of Agent identified in Schedule (2.1) at the address specified thereinon Exhibit 2.1(a). Any such notice (other than the notice for the Initial Advance) must be given no later than (1) 12 noon (New York, New York time) on the date of which is one (1) Business Day prior to the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “”Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i2.1(a), and shall include the information and attachments required in such Exhibit. If any Borrower desires the Borrowers desire to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative it must comply with Section 2.5(e2.4(f). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (iib) Except as provided in Section 2.102.9, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrowers shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii2.1(b) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Advances to such Borrower the Borrowers together with interest thereon as prescribed in Section 2.4. (c) Commencing March 31, 2007, and on the last day of each June, September, December and March thereafter, until the Loan is paid in full, the Borrowers shall make scheduled principal payments on the Loan in amounts equal to the percentage of the outstanding principal amount of the Loan as of March 30, 2007 (the “Term Amount”) set forth below, in accordance with the following schedule: March 31, 2007 through December 31, 2007 2.5. % of Term Amount 10.0% of Term Amount January 1, 2008 through December 31, 2008 3.75% of Term Amount 15.0% of Term Amount January 1, 2009 through December 31, 2009 4.375% of Term Amount 17.5% of Term Amount January 1, 2010 through December 31, 2010 5% of Term Amount 20.0% of Term Amount (d) The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Maturity Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “"Revolving Credit Advance”"). The Pro Rata Share of the Loans of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. The aggregate amount of Revolving Credit Advances outstanding shall not exceed at any time the lesser of (A) the Maximum Amount less the sum of 100% of the Letter of Credit Obligations, 100% of the Eligible Trade L/C Obligations and 100% of the Swing Line Loan outstanding and (B) the Borrowing Base, less the sum of 100% of the Letter of Credit Obligations, 100% of the Eligible Trade L/C Obligations and 100% of the Swing Line Loan outstanding at such time (such amount, subject to the limitations described in Section 1.1(a)(iv) hereof, "Borrowing Availability"). Furthermore, the Pro Rata Share of the Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. Until the Commitment Termination Date, Borrowers Borrower may from time to time borrow, repay and reborrow under this Section 2.1(a); provided, that 1.1 (xa) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one the representative of the representatives of Agent identified in on Schedule (2.1) 1.1 at the address specified thereinthereon. Any such notice Those notices must be given no later than (1) 12 noon Noon (New York, New York Chicago time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 10:00 a.m. (New York, New York Chicago time) on the date which is three two (32) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Notice of Revolving Credit Advance”") may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1 (a) (i), and must specify the requested date, the amount and type of the requested Revolving Credit Advance, and such other information as may be required by Agent and must be given in writing (by telecopy or overnight courier) or by telephone confirmed immediately in writing. Revolving Credit Advances in the form of Index Rate Loans must be in a minimum amount of $100,000 and multiples of $10,000 in excess of such amount; minimum advances and integral multiples for LIBOR Loans are set forth in Section 1.5(e). In the case of a Revolving Credit Advance that is not to be funded by a Swing Line Advance, Agent shall include promptly notify each Lender of the information required Notice of Revolving Credit Advance. Notwithstanding the foregoing, any Revolving Credit Advance to Borrower which is to be used solely to repay the Swing Line Loan to Borrower may be in such Exhibitthe aggregate principal amount of the Swing Line Loan even if less than the foregoing minimums. If any Borrower desires to have the Revolving Credit Advances Loan bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative it must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrower shall execute and deliver to each Lender a promissory note to evidence the Commitment Revolving Loan and all Revolving Loan Notes outstanding under the Prior Credit Agreement shall thereupon cease to be of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lenderany force or effect. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “"Revolving Note” " and, collectively, the “"Revolving Notes”"). Each The Revolving Note (or, if a Revolving Note is not requested, this Agreement) Notes shall represent the joint and several obligation of the appropriate Borrowers Borrower to pay the amount of the Revolving Loan Commitment or, if less, the applicable Lender’s 's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances made by the applicable Lender to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)1.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers Borrower from time to time until the Revolving Loan Commitment Termination Date its Pro Rata Share of advances under the Revolving Loan Commitment (each, a an “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. The aggregate amount of Advances outstanding shall not exceed at any time the Maximum Amount less the sum of the Letter of Credit Obligations outstanding at such time (such aggregate amount of Advances permitted to be outstanding at any one time, the “Borrowing Availability”); provided that the aggregate amount of Advances plus the sum of the Letter of Credit Obligations outstanding on the Closing Date shall not exceed $1,500,000. Until the Revolving Loan Commitment Termination Date, Borrowers Borrower may from time to time borrow, repay and and, subject to Borrowing Availability, reborrow under this Section 2.1(a); provided, that (x) for the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timepurposes described in Section 2.4. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Administrative Agent identified in Schedule (2.1) at the address specified thereinas provided herein. Any such notice Those notices must be given no later than (a) in the case of an Index Rate Loan borrowing, 11:30 a.m. New York time on the proposed date of such borrowing (but no later than 11:30 a.m. New York time at least one (1) 12 noon (New York, New York time) on Business Day prior to the proposed date of the proposed Revolving Credit Advance, such borrowing in the case of a Base requested Index Rate LoanLoan greater than $1,000,000), or and (2b) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR LoanLoan borrowing, noon New York time at least three (3) Business Days prior to the proposed date of such borrowing. Each such notice (a “Revolving Loan Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i), ) and shall include the information required in such Exhibit. If any Borrower desires to have the Administrative Agent shall notify each Revolving Credit Advances bear interest by reference to Lender promptly after receipt of a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case Loan Notice of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share Advance of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (details thereof by telecopy, telephone or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the other similar form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”)transmission. Each Revolving Note (orLender shall, if a Revolving Note is severally and not requestedjointly, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay make the amount of the applicable such Lender’s Pro Rata Share of each Advance available to Administrative Agent in same day funds by wire transfer to Administrative Agent’s Account not later than 1:30 p.m. New York time on the requested funding date so that Administrative Agent may make such Advance available to Borrower in same day funds by wire transfer to Borrower’s account set forth on Borrower’s signature page attached hereto or such other account as Borrower may notify Administrative Agent in writing. (ii) Administrative Agent may, but shall not be obligated to, make available to Borrower the aggregate unpaid principal Advance requested in any Revolving Loan Notice of Advance, on the assumption that each Revolving Lender will make its Pro Rata Share of such Advance available to Administrative Agent. If Administrative Agent elects to make any Revolving Lender’s Pro Rata Share of a requested Advance available to Borrower prior to Administrative Agent’s receipt of funds from such Revolving Lender, and such Revolving Lender fails to pay the amount of all its Pro Rata Share of such Advance to Administrative Agent as required hereunder, Administrative Agent shall promptly notify Borrower, and Borrower shall promptly repay such portion of such Advance to Administrative Agent. Any such repayment shall be accompanied by accrued interest thereon at the rate of interest then applicable to Advances which are Index Rate Loans. Without duplication of the foregoing, the Revolving Loans Lender whose Pro Rata Share of a requested Advance was disbursed to Borrower by Administrative Agent prior to Administrative Agent’s receipt of funds from such Borrower Revolving Lender shall promptly make its Pro Rata Share of such Advance available to Administrative Agent, and if any Revolving Lender fails to make such amount available to Administrative Agent by the time required hereunder, such amount shall be paid together with accrued interest thereon as prescribed in Section 2.5. at the rate of interest then applicable to Advances which are Index Rate Loans. (iii) The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Revolver Obligations shall be immediately due and payable in full in immediately available funds on the Revolving Loan Commitment Termination Date Date, if not sooner paid in full in accordance with the terms of the Loan Documents (and without limiting Borrower’s obligation to timely make all payments required under the Commitment, for purposes terms of this Agreement, shall thereafter be zerothe Loan Documents). (iv) Each Advance shall be in a minimum amount of $200,000 or any greater multiple of $50,000.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a an “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Borrowing Availability may be reduced by Reserves imposed by Agent in its reasonable credit judgment. Moreover, the Revolving Loan outstanding to the OHI Borrowers shall not exceed at any time the OHI Borrowing Base and the Revolving Loan outstanding to SMC shall not exceed at any time the SMC Borrowing Base. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of Borrowers to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon 11:00 a.m. (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 11:00 a.m. (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires Borrowers desire to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.11, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, each Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Borrower, jointly and severally, to pay the amount of the applicable Lender’s Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Advances to such Borrower Borrowers together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (iii) Anything in this Agreement to the contrary notwithstanding, at the request of Borrower Representative, in its discretion Agent may (but shall have absolutely no obligation to), make Advances to Borrowers on behalf of Lenders in amounts that cause the outstanding balance of the aggregate Revolving Loan to exceed the Aggregate Borrowing Base or which cause the outstanding balance of the Revolving Loan owing by the OHI Borrowers to exceed the OHI Borrowing Base or which cause the outstanding balance of the Revolving Loan owing by SMC to exceed the SMC Borrowing Base (any such excess Advances are herein referred to collectively as “Overadvances”); provided, that (A) no such event or occurrence shall cause or constitute a waiver of Agent’s or Lenders’ right to refuse to make any further Overadvances or Advances, or incur any Letter of Credit Obligations, as the case may be, at any time that an Overadvance exists, and (B) no Overadvance shall result in a Default or Event of Default based on Borrowers’ failure to comply with Section 1.3(b) for so long as Agent permits such Overadvance to be outstanding, but solely with respect to the Commitmentamount of such Overadvance. In addition, for purposes of this AgreementOveradvances may be made even if the conditions to lending set forth in Section 2 have not been met. All Overadvances shall constitute Index Rate Loans, shall thereafter bear interest at the Default Rate and shall be zero)payable on demand. The authority of Agent to make Overadvances is limited to an aggregate amount not to exceed $550,000 at any time, shall not cause the aggregate Revolving Loan to exceed the Maximum Amount, and may be revoked prospectively by a written notice to Agent signed by Lenders holding more than 50% of the Commitments.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender of (A) the Aggregate Revolving Credit Exposure shall not at any time exceed its separate CommitmentCommitment at such time and (B) the Canadian Loans shall not at any time exceed its separate Canadian Commitment at such time. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Aggregate Revolving Credit Advances to be made Exposure at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers Loans at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers Loans at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 2.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR LIBORTerm SOFR Loan or a BA Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR RateRateTerm SOFR, with respect to LIBOR LIBORTerm SOFR Loans denominated in Dollars, and BA Rate, with respect to LIBOR LIBORBA Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by LendersL▇▇▇▇▇▇, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of (a) any Revolver 1 Lender shall not at any time exceed its separate Revolver 1 Commitment or (b) any Revolver 2 Lender shall not at any time exceed its separate Revolver 2 Commitment, as the case may be. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (xw) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time and Borrowers shall be in compliance with Section 7.10 after giving effect to such Revolving Credit Advance and after giving effect to Clause (z) below, (x) the amount of any Revolving Credit Advance allocable to the Revolver 1 Commitment to be made at any time shall not exceed Revolver 1 Availability at such time, (y) the amount of any Revolving Credit Advances Advance allocable to Revolver 2 Commitment to be made to the U.S. Borrowers at any time shall not exceed the U.S. Revolver 2 Availability at such time time, and (z) at any time the outstanding principal amount of Revolving Loans and Swing Line Loans equals $150,000,000, all Available Liquid Cash shall have been reduced to zero prior to the funding of any additional Swing Line Advances, Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timeor Letter of Credit Obligations based upon Availability. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Funding Agent identified in Schedule (2.1) at the address specified therein. Any such notice must be given no later than (1) 12 noon 11:00 a.m. (New YorkChicago, New York Illinois time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon 11:00 a.m. (New YorkChicago, New York Illinois time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan or an Alternate Currency Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by faxtelecopy, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Funding Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver (A) to each Revolver 1 Lender a note (each a “Revolver 1 Note” and, collectively, the “Revolver 1 Notes”) to evidence the Commitment Revolver 1 Commitments of that Revolver 1 Lender and (yB) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Revolver 2 Lender a note (each a “Revolver 2 Note” and, collectively, the “Revolver 2 Notes”) to evidence the Pro Rata Share of the Canadian Commitment Revolver 2 Commitments of that Revolver 2 Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).in

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Revolving Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate CommitmentRevolving Loan Commitment and the Revolving Loans of all Revolving Lenders shall not at any time exceed the Maximum Amount. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Revolving Commitment Termination Date, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative Borrowers to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be reasonably required by Agent. If any Borrower desires Borrowers desire to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative Borrowers must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to The obligation of each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note Borrower shall be in joint and several to pay the full principal amount of the each Lender’s Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requestedless, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower Credit Advances together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations Revolving Loans shall be immediately due and payable in full in immediately available funds on the Revolving Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers available, from time to time until the Commitment Termination Date Date, its Pro Rata Share of advances (each, a “"REVOLVING CREDIT ADVANCE"). The revolving loans outstanding under the Existing Credit Agreement on the Effective Date shall automatically, without further action, be deemed to be Revolving Credit Advance”)Loans outstanding under this Agreement. The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. The aggregate amount of Revolving Credit Advances outstanding shall not exceed at any time the lesser of (A) the Maximum Amount and (B) the Borrowing Base, in each case less the sum of the Letter of Credit Obligations and the Swing Line Loan outstanding at such time ("BORROWING AVAILABILITY"). Until the Commitment Termination Date, Borrowers Borrower may from time to time borrow, repay and reborrow under this Section 2.1(a); provided, that SECTION 1.1 (xa) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives representative of Agent identified in Schedule on SCHEDULE (2.11. 1) at the address specified thereinthereon. Any such notice Those notices must be given no later than (1) 12 noon 12:00 p.m. (New York, New York time) on the Business Day immediately preceding the date of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 12:00 p.m. (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”"NOTICE OF REVOLVING CREDIT ADVANCE") may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(iEXHIBIT 1.1 (a) (i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent, including, without limitation, the amount of such Revolving Credit Advance to be [EXECUTION VERSION] advanced in respect of the KTI Borrowing Base and the amount to be advanced in respect of the ▇▇▇▇▇▇ Borrowing Base. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative it must comply with Section 2.5(eSECTION 1.5(e). All Revolving Credit Advances (x) made to In lieu of delivering such a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case Notice of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance, the Borrower may give the representative of the Agent telephonic notice of any proposed Revolving Credit Advance by the time required under this SECTION 1.1(a), if it confirms such notice by delivery of the Notice of Revolving Credit Advance to the representative of the Agent promptly, but in no event later than 5:00 p.m. (New York time) on the same day. Any Notice of Revolving Credit Advance (or telephonic notice in lieu thereof) given pursuant to this SECTION 1.1(a) shall be irrevocable. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrower shall execute and deliver to each Revolving Lender a promissory note to evidence the Revolving Loan Commitment of that Revolving Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share as of the Canadian Commitment of that LenderEffective Date. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Effective Date and substantially in the form of Exhibit 2.1(a)(iiEXHIBIT 1.1(a)(ii) (each a “Revolving Note” "REVOLVING NOTE" and, collectively, the “Revolving Notes”"REVOLVING NOTES"). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Borrower to pay the amount of each Revolving Lender's Revolving Loan Commitment or, if less, the applicable Revolving Lender’s 's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)SECTION 1.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “"Revolving Credit Advance”"). The On the Closing Date, the Existing Lenders and Lenders shall be deemed to have reallocated their Revolving Loan Commitments as set forth on Annex J and the Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Commitment. Revolving Loan Commitment as set forth in Annex J. The obligations of each Lender hereunder shall be several and not joint. The aggregate amount of Revolving Credit Advances outstanding shall not exceed at any time the lesser of (A) the Maximum Amount less the sum of the Letter of Credit Obligations and (B) the Aggregate Borrowing Base less the sum of 35% of the Eligible Trade L/C Obligations and 100% of such other Letter of Credit Obligations and, in each case, less the Swing Line Loan outstanding at such time ("Borrowing Availability"). Moreover, the sum of the Revolving Loan and Swing Line Loan outstanding to any Borrower less 65% of the Eligible Trade L/C Obligations of such Borrower shall not exceed at any time that Borrower's separate Borrowing Base. Until the Commitment Termination Date, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one on behalf of the representatives applicable Borrower to the representative of Administrative Agent identified in on Schedule (2.1) 1.1 at the address specified thereinthereon. Any such notice Those notices must be given no later than (1) 12 noon 11:00 a.m. (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 11:00 a.m. (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Notice of Revolving Credit Advance”") may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1 (a) (i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Administrative Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Each Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Effective Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “"Revolving Note” " and, collectively, the “"Revolving Notes”"). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers each Borrower to pay the amount of each Lender's Revolving Loan Commitment or, if less, the applicable Lender’s 's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)1.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of (a) any Revolver 1 Lender shall not at any time exceed its separate Revolver 1 Commitment or (b) any Revolver 2 Lender shall not at any time exceed its separate Revolver 2 Commitment, as the case may be. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances Advance allocable to the Revolver 1 Commitment to be made to the U.S. Borrowers at any time shall not exceed the U.S. Revolver 1 Availability at such time time, and (z) the amount of any Revolving Credit Advances Advance allocable to Revolver 2 Commitment to be made to the Canadian Borrowers at any time shall not exceed the Canadian Revolver 2 Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Funding Agent identified in Schedule (2.1) at the address specified therein. Any such notice must be given no later than (1) 12 noon 11:00 a.m. (New YorkChicago, New York Illinois time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon 11:00 a.m. (New YorkChicago, New York Illinois time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan or an Alternate Currency Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by faxtelecopy, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Funding Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver (A) to each Revolver 1 Lender a note (each a “Revolver 1 Note” and, collectively, the “Revolver 1 Notes”) to evidence the Commitment Revolver 1 Commitments of that Revolver 1 Lender and (yB) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Revolver 2 Lender a note (each a “Revolver 2 Note” and, collectively, the “Revolver 2 Notes”) to evidence the Pro Rata Share of the Canadian Commitment Revolver 2 Commitments of that Revolver 2 Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero). (iii) All Revolving Credit Advances shall be denominated in Dollars; provided, however, the Borrowers may elect, by notice from Borrower Representative to Funding Agent in accordance with the procedures set forth in this Section 2.1, to borrow Revolving Credit Advances in one or more Alternate Currencies up to the Maximum Revolver 2 Amount at any time outstanding, which Alternate Currency Loans shall be LIBOR Loans. Notwithstanding anything to the contrary contained herein, any Alternate Currency Loans shall be provided solely by the Revolver 2 Lenders, based on their Pro Rata Share of the requested Alternate Currency Loans, in each case not to exceed (i) the lesser of (a) Maximum Revolver 2 Amount or (b) the Revolver 2 Borrowing Base or (ii) with respect to any Revolver 2 Lender, its separate Revolver 2 Commitment.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Cdn. Revolving Lender severally agrees to make available to Borrowers Lower Lakes from time to time until the Commitment Termination Date its Pro Rata Share of Canadian Dollar advances (each, a “"Cdn. Revolving Credit Advance”") under the Cdn. Revolving Loan Commitment (the "Cdn. Revolving Credit Facility"). The Pro Rata Share of the Loans Cdn. Revolving Loan of any Cdn. Revolving Lender shall not at any time exceed its separate Cdn. Revolving Loan Commitment. Immediately prior to the effectiveness of this Agreement, the outstanding principal balance of "Cdn. Revolving Loans" under the Existing Credit Agreement is Cdn. $1,500,000. Such "Cdn. Revolving Loans" under the Existing Credit Agreement shall be deemed to be, and hereby are converted into, on the Restatement Closing Date, outstanding Cdn. Revolving Loans hereunder. The obligations of each Cdn. Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers Lower Lakes may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the Canadian Dollar amount of any Cdn. Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Cdn. Borrowing Availability at such time. Each Cdn. Revolving Credit Advance shall be made on notice by Borrower Representative Lower Lakes to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than 11:00 a.m. (1) 12 noon (New York, New York time) on the date Business Day of the proposed Cdn. Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Cdn. Notice of Revolving Credit Advance”") may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. (ii) For the period from March 31 through June 30 of each calendar year, the Cdn. If any Borrower desires Revolving Lenders shall establish (on a several and not joint or joint and several basis) in favor of Lower Lakes a seasonal overadvance revolving credit facility (the "Cdn. Seasonal Facility") which shall be subject to have the terms contained herein that are applicable to the Cdn. Revolving Loan. For greater certainty, the Cdn. Seasonal Facility is a sub-facility of the Cdn. Revolving Credit Advances bear interest Facility and shall not be subject to the limits of the Cdn. Borrowing Base but shall be subject to the Cdn. Maximum Amount. The Cdn. Seasonal Facility shall be in an amount not to exceed (all as determined in Cdn. Dollars using, where applicable, the Cdn. Dollar Equivalent Amount) the lesser of: (A) US $10,000,000 less the principal amount outstanding under the US Seasonal Facility, or (B) 75% of the aggregate Fair Market Value of the Cdn. Vessels and the US Owned Vessels less the aggregate of (i) the principal amount outstanding under the Cdn. Term Loan, the principal amount outstanding under the US Term Loan and the principal amount outstanding under the Engine Term Loan, (ii) the aggregate amount of the obligations secured by reference Liens attaching to a LIBOR Rate, with respect the Cdn. Vessels and the US Owned Vessels that have priority to LIBOR Loans denominated in Dollarsthe Liens securing the Obligations, and BA Rate(iii) the principal amount outstanding under the US Seasonal Facility; provided, with respect that if Lower Lakes has certified to LIBOR Loans denominated the Agent in Canadian Dollarsthe applicable Cdn. Notice of Revolving Credit Advance that all or a portion of the proceeds of the related Cdn. Revolving Credit Advance will be directly applied to retire any obligation described in clause (ii) above, Borrower Representative must comply with Section 2.5(e)then such obligation will not be counted in determining availability for such Advance. All The aggregate of all Cdn. Revolving Credit Advances (xincluding Advances under the Cdn. Seasonal Facility) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in at no time exceed the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit AdvanceCdn. Maximum Amount. (iiiii) Except as provided in Section 2.101.11, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Lower Lakes shall execute and deliver to each Cdn. Revolving Lender a Canadian Dollar note to evidence the Cdn. Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Cdn. Revolving Lender. Each note shall be in the principal amount of the Cdn. Revolving Loan Commitment (or the Canadian Commitment) of the applicable Cdn. Revolving Lender, dated the Restatement Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(iii) (each each, a “"Cdn. Revolving Note” " and, collectively, the “"Cdn. Revolving Notes”"). Each Cdn. Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Lower Lakes to pay the amount of the applicable Cdn. Revolving Lender’s 's Cdn. Revolving Loan Commitment or, if less, such Cdn. Revolving Lender's Pro Rata Share of the aggregate unpaid principal amount of all outstanding Cdn. Revolving Loans Credit Advances to such Borrower Lower Lakes together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Cdn. Revolving Loan and all other non-contingent Obligations owing by Lower Lakes shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date. All Cdn. Revolving Notes issued under the Existing Credit Agreement shall be deemed replaced as of the Restatement Closing Date with the notes issued pursuant to this Agreement (and without effecting a novation with respect to any "Obligations" as defined in the Commitment, for purposes of this Existing Credit Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers at any time and from time to time on and after the Closing Date until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”); provided, that until the entry of the Final Order, Revolving Credit Advances shall be limited as set forth in the Interim Order. The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided; however, that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Borrowing Availability at such time, (y) the amount of any Revolving Credit Advances to . Borrowing Availability may be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timereduced by Reserves imposed by Agent in its Permitted Discretion. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10Each Borrower shall, if requested by Lenders, (x) the U.S. Borrowersa Revolving Lender, jointly and severally, shall execute and deliver to each such Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date (or such “effective date” as set forth under any Assignment Agreement) and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).Section

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender of (A) the Aggregate Revolving Credit Exposure shall not at any time exceed its separate CommitmentCommitment at such time and (B) the Canadian Loans shall not at any time exceed its separate Canadian Commitment at such time. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a); provided, that (x) the amount of any Aggregate Revolving Credit Advances to be made Exposure at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers Loans at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers Loans at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 2.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Term SOFR Loan or a BATerm ▇▇▇▇▇ Loan. Each such notice (a “Notice of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR RateTerm SOFR, with respect to LIBOR Term SOFR Loans denominated in Dollars, and BA RateRateTerm ▇▇▇▇▇, with respect to LIBOR BATerm ▇▇▇▇▇ Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders▇▇▇▇▇▇▇, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).unpaid

Revolving Credit Facility. (i) Subject to the terms and conditions hereofhereinafter set forth in this Agreement, each Lender severally Bank agrees to make available to Borrowers Borrower a revolving credit facility (the "Credit Facility"), pursuant to which Borrower may obtain Advances from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrowBank, repay such Advances and reborrow under this Section 2.1(a); reborrow, provided, that (x) however, the amount aggregate principal balance of any Revolving Credit Advances to be made outstanding at any time shall not exceed Availability $12,500,000 less the aggregate outstanding principal amount of all commercial paper created by Borrower pursuant to section 5. Except for Advances to retire commercial paper outstanding pursuant only to the commercial paper facility made available to Borrower by Bank, in no event shall Borrower be entitled to receive any Advance if the making of such Advance would cause the aggregate amount of all loans made to Borrower by Bank and the Additional Lenders to exceed 80% of the value of the collateral then held by the Collateral Agent. A. Advances under the Credit Facility shall be evidenced by the Note in the maximum amount of the Credit Facility. Although the Note shall be expressed to be payable in the full amount of Credit Facility specified above, Borrower shall be obligated to pay only the amount actually disbursed to or for the account of Borrower, together with interest on the unpaid balance of the sums so disbursed, which remain outstanding from time to time as shown on the records of Bank. The Note shall be dated as of the date of this Agreement and shall be payable in full on or before the Maturity Date. B. The outstanding principal balance under the Note shall bear interest from time to time at a fluctuating rate per annum equal to the Prime Rate and such timerate shall change on each date that such Prime Rate changes. During the continuance of an Event of Default, the outstanding principal balance under the Note shall bear interest at the Default Rate. All interest shall be calculated for actual days elapsed on the basis of a 360-day year. Interest accrued on each Advance shall be payable in arrears on (i) the first day of each calendar month, commencing with the first such date to occur after the date hereof, (yii) on any date on which the Advance is prepaid, whether due to acceleration or otherwise, and (iii) on the Maturity Date. Interest shall not be payable for the day of any payment on the amount paid if payment is received by Bank prior to noon (Milwaukee time). If any payment of any Revolving Credit Advances to be made to principal or interest under the U.S. Borrowers at any time Note shall become due on a day that is not exceed the U.S. Availability at a Business Day, such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance payment shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advancenext succeeding Business Day and, in the case of a Base Rate Loanpayment of principal, such extension of time shall be included in computing interest due in connection with such payment; provided that for purposes of section 10 hereof, any payments of principal described in this sentence shall be considered to be "due" on such next succeeding Business Day. C. All disbursements made to Borrower under the Credit Facility shall be entered as debits on Bank's records. Bank shall also record as credits all payments made by Borrower on the indebtedness under the Credit Facility. At least once a month, Bank shall render a statement of account showing as of its date the indebtedness owed on the Credit Facility debited and credited as set forth above. Unless within thirty (30) days of the date of said statement of account Borrower notifies Bank in writing of an objection to said statement, there shall be a rebuttable presumption that said statement is correct. D. All disbursements to Borrower under the Credit Facility shall be made only in whole multiples of $10,000. All payments by Borrower to Bank with respect to repayment of the Credit Facility shall be made only in whole multiples of $10,000. E. Duly authorized officers or employees of Borrower as designated by Borrower to Bank by telephonic notice, confirmed in writing, if requested by Bank, may from time to time contact a designated officer or employee of Bank, requesting that Bank increase or decrease the total principal amount of the Credit Facility then outstanding not to exceed the amount stated above. Bank shall immediately increase or decrease the principal balance then outstanding under the Note. All such requests must be received by Bank no later than 3:00 p.m. All requests received after that time may be processed as if received the following Business Day. (1) Each such request for an increase or decrease of the principal amount outstanding under the Note shall be confirmed immediately in writing by the authorized person making the request and mailed to the attention of the person to whom the request was made. (2) 12 In the event such a request by Borrower results in an increase in the total principal amount then outstanding, Bank shall credit the amount of said increase to Borrower's checking account maintained with the Bank. In the event that such request results in a decrease to the total principal amount then outstanding, Bank shall debit Borrower's checking account maintained with Bank and the reduction shall be made to the total principal amount then outstanding on the Note. F. All payments of the Obligations hereunder shall be made, without set-off, deduction, or counterclaim, in immediately available funds to Bank at Bank's address specified herein, by noon (New York, New York local time) on the date which is three (3) Business Days’ prior when due. All of Bank's Expenses, fees, commissions, costs, expenses, and other charges under or pursuant to the proposed Revolving Credit AdvanceLoan Documents, in and all payments made and out-of-pocket charges under or pursuant to the Loan Documents will be charged as Advances to the Loan as of the date due from Borrower or the date paid or incurred by Bank, as the case may be. G. If the adoption of a LIBOR Loan. Each such notice or change in any law or any governmental or quasi-governmental rule, regulation, policy, guidelines or directive (a “Notice whether or not having the force of Revolving Credit Advance”) may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(ilaw), or any interpretation thereof, or the compliance of Bank therewith, (i) subjects Bank to any tax, duty, charge or withholding on or from payments due from Borrower (excluding federal and shall include state taxation of the information required in such Exhibit. If any Borrower desires to have overall net income of Bank), or changes the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent basis of such Revolving Credit Advance.taxation of payments to Bank in respect of its Advances or other amounts due it hereunder, or (ii) Except as provided imposes or increases or deems applicable any reserve, assessment, insurance charge, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended by, Bank, or (iii) imposes any other condition, and the result is to increase the costs of Bank of making, funding or maintaining loans or reduces any amount receivable by Bank in Section 2.10connection with loans, if requested or requires Bank to make any payment calculated by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver reference to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of loans held or participated in or interest received by it, by an amount deemed material by Bank, then, within fifteen (15) days of demand by Bank, Borrower shall pay Bank that portion of such increased expenses incurred or reduction in an amount received which Bank determines is attributable to making, funding and maintaining the applicable Lender’s Pro Rata Share of Advances and the aggregate unpaid principal revolving credit facility. H. If Bank determines the amount of all Revolving Loans capital required or expected to such be maintained by Bank or any corporate entity controlling Bank is increased as a result of a Change (as defined below), then, within fifteen (15) days of demand by Bank, Borrower together with interest thereon as prescribed shall pay Bank the amount necessary to compensate for any shortfall in Section 2.5. The entire unpaid balance the rate of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds return on the Commitment Termination Date portion of such increased capital which Bank determines is attributable to this Agreement, its Advances, or its obligation to make Advances hereunder (and after taking into account Bank's policies as to capital adequacy). "Change" means (i) any change after the Commitmentdate of this Agreement in the Risk-Based Capital Guidelines (as defined below) or (ii) any adoption of or change in any other law, for purposes governmental or quasi-governmental rule, regulation, policy, guideline, interpretation, or directive (whether or not having the force of law) after the date of this Agreement which affects the amount of capital required or expected to be maintained by Bank or any corporation controlling any Bank. "Risk-Based Capital Guidelines" means (i) the risk-based capital guidelines in effect in the United States on the date of this Agreement, shall thereafter be zero)including transition rules, and (ii) the corresponding capital regulations promulgated by regulatory authorities outside the United State implementing the July 1988 report of the Basle Committee on Banking Regulation and Supervisory Practices Entitled "International Convergence of Capital Measurements and Capital Standards", including transition rules, and any amendment to such regulations adopted prior to the date of this Agreement.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers Borrower from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers Borrower may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided. At any time and from time to time, that (x) the amount of any Borrower may request Revolving Credit Advances in an amount not to be made at any time shall not exceed Availability at such time, the lesser of (yi) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and Maximum Amount or (zii) the amount of any Revolving Credit Advances to be made to amounts shown as required borrowings in the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timeApproved Cash Budget. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than 11:00 a.m. (1) 12 noon (New York, New York time) on the date of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “”Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest Exhibit and such other information as may be required by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit AdvanceAgent. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Borrower to pay the amount of the applicable Lender’s Revolving Loan Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Cdn. Revolving Lender severally agrees to make available to Borrowers Cdn. Borrower from time to time until the Commitment Termination Date its Pro Rata Share of advances Canadian Dollar or US Dollar advances, as selected by Cdn. Borrower (each, a “Cdn. Revolving Credit Advance”), under the Cdn. Revolving Loan Commitment (the “Cdn. Revolving Credit Facility”). The Pro Rata Share of the Loans Cdn. Revolving Loan of any Cdn. Revolving Lender shall not at any time exceed its separate Cdn. Revolving Loan Commitment. The obligations of each Cdn. Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers Cdn. Borrower may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount Equivalent Amount of any Cdn. Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, the lesser of (yi) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Aggregate Borrowing Availability at such time and (zii) the amount sum of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian (x) Cdn. Borrowing Availability at such timeand (y) US$25,000,000. Each Cdn. Revolving Credit Advance shall be made on notice by the Cdn. Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) at the address specified thereinAgent. Any such notice must be given no later than (1) 12 noon 11:00 a.m. (New York, New York time) on the date Business Day of the proposed Cdn. Revolving Credit Advance, in the case of a Canadian Prime Rate Loan or Canadian Base Rate Loan, or (2) 12 noon 11:00 a.m. (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a BA Rate Loan or Canadian LIBOR Loan. Each such notice (a “Cdn. Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courierother electronic means reasonably acceptable to Agent) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. If any the Cdn. Borrower desires to have the a Revolving Credit Advances Advance bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and the BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative it must comply with Section 2.5(e)1.5(e)(ii) and if the Cdn. All Borrower desires to have a Revolving Credit Advances (x) made Advance bear interest by reference to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit AdvanceLIBOR Rate, it must comply with Section 1.5(e)(iii). (ii) Except as provided in Section 2.101.11, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Cdn. Borrower shall execute and deliver to each Cdn. Revolving Lender a Canadian Dollar note to evidence the Cdn. Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Cdn. Revolving Lender. Each note shall be in the principal amount of the Cdn. Revolving Loan Commitment (or the Canadian Commitment) of the applicable Cdn. Revolving Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each each, a “Cdn. Revolving Note” and, collectively, the “Cdn. Revolving Notes”). Each Cdn. Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Cdn. Borrower to pay the amount of the applicable Cdn. Revolving Lender’s Cdn. Revolving Loan Commitment or, if less, such Cdn. Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all outstanding Cdn. Revolving Loans Credit Advances to such Cdn. Borrower together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Cdn. Revolving Loan and all other non-contingent Obligations owing by Cdn. Borrower shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to US Borrowers and to Canadian Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”)) provided that all Revolving Credit Advances hereunder to US Borrowers shall be made by US Lenders and all Revolving Credit Advances hereunder to Canadian Borrowers shall be made by Canadian Lenders. The aggregate amount of all Revolving Credit Advances to US Borrowers shall not exceed $375,000,000, and the aggregate amount of all Revolving Credit Advances to Canadian Borrowers shall not exceed the Dollar Equivalent Amount of $65,000,000. The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Commitmentapplicable Revolving Loan Commitment (as determined separately in respect of US Borrowers, on the one hand, and Canadian Borrowers, on the other hand). The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (xA) the amount of any Revolving Credit Advances Advance to be made at any time to US Borrowers shall not exceed US Borrowing Availability at such time, ; (yB) the amount of any Revolving Credit Advances Advance to be made to the U.S. Borrowers at any time to Canadian Borrowers shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time; and (C) the aggregate amount of Revolving Credit Advances shall not exceed Borrowing Availability to all Borrowers. Borrowing Availability may be further reduced by Reserves imposed by Agent in its reasonable credit judgment. Moreover, the sum of the Revolving Loan and Swing Line Loan outstanding to (I) all US Borrowers shall not exceed at any time the US Borrowing Base and (II) all Canadian Borrowers shall not exceed at any time the Canadian Borrowing Base. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified thereintherein and in the case of Canadian Revolving Credit Advances, to the Canadian Agent as well. Any such notice must be given no later than (1) 12 12:00 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 12:00 noon (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan or BA Rate Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and Rate or BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, each US Borrower shall execute and deliver to the Agent for delivery to each US Lender a single note to evidence the Revolving Loan Commitment of that Lender US Revolving Lender, and (y) the each Canadian Borrowers, jointly and severally, Borrower shall execute and deliver to the Agent for delivery to each Canadian Lender a single note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Canadian Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Lender’s Revolving Loan Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all US Revolving Loans Credit Advances to such US Borrower or Canadian Revolving Credit Advances to such Canadian Borrower, as applicable in each case together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (and the Commitment, for purposes iii) Any provision of this AgreementAgreement to the contrary notwithstanding, at the request of Borrower Representative, in its discretion (A) Agent may (but shall have absolutely no obligation to), make Revolving Credit Advances to US Borrowers on behalf of US Lenders in amounts that cause the outstanding balance of the US Revolving Loan to exceed the US Borrowing Base (less the US Swing Line Loan), and (B) Canadian Agent may (but shall have absolutely no obligation to), make Revolving Credit Advances to Canadian Borrowers on behalf of Canadian Lenders in amounts that cause the outstanding balance of the Canadian Revolving Credit Advance to exceed the Canadian Borrowing Base (less the Canadian Swing Line Advances) (any such excess US or Canadian Revolving Credit Advances are herein referred to collectively as “Overadvances”); provided that (A) no such event or occurrence shall cause or constitute a waiver of Agent’s, Canadian Agent’s, the Swing Line Lender’s or Lenders’ right to refuse to make any further Overadvances, Swing Line Advances or Revolving Credit Advances, or incur any Letter of Credit Obligations, as the case may be, at any time that an Overadvance exists, and (B) no Overadvance shall result in a Default or Event of Default due to Borrowers’ failure to comply with Section 1.3(a)(i) for so long as Agent or Canadian Agent permits such Overadvance to remain outstanding, but solely with respect to the amount of such Overadvance. In addition, Overadvances may be made even if the conditions to lending set forth in Section 2 have not been met. All Overadvances shall constitute Index Rate Loans, shall thereafter bear interest at the Default Rate and shall be zeropayable on demand. Except as otherwise provided in Section 1.11(b), (A) the authority of Agent to make Overadvances is limited to an aggregate amount not to exceed $30,000,000 at any time, (B) the authority of Canadian Agent to make Overadvances is limited to an aggregate amount not to exceed CD$6,500,000 at any time, (C) in no event shall either Agent permit any Overadvance to cause (1) the aggregate Revolving Loan to exceed the Maximum Amount, (2) the aggregate US Revolving Loan to exceed the Maximum US Amount, or (3) the aggregate Canadian Revolving Loan to exceed the Maximum Canadian Amount and (D) in no event shall either Agent permit any Overadvance to remain outstanding for more than 90 days in any 180-day period, and may be revoked prospectively by a written notice to such Applicable Agent signed by, in the case of Overadvances pursuant to clause (A), US Lenders holding more than 50% of the US Revolving Loan Commitments and in the case of Overadvances pursuant to clause (B), Canadian Lenders holding more than 50% of the Canadian Revolving Loan Commitments.

Revolving Credit Facility. (ia) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers Borrower from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “"Revolving Credit Advance”"). The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers Borrower may from time to time borrow, repay and reborrow (each a "Revolver Event") under this Section 2.1(a1.1(a); provided, that (xi) no more than four (4) Revolver Events may occur in any month, (ii) no mandatory prepayment made pursuant to Section 1.2(b) shall be treated as a Revolver Event and (iii) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives representative of Agent identified in on Schedule (2.1) 1.1 at the address specified thereinthereon. Any such notice These notices must be given no later than (1A) 12 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2B) 12 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Notice of Revolving Credit Advance”") may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a), and shall include must specify the information required requested date, the amount (at least $50,000 and multiples of $5,000 in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, excess thereof) and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent type of such Revolving Credit Advance, if in respect of a Revolving Credit Advance made after the Closing Date, whether such Revolving Credit Advance is to be made in connection with a Permitted Acquisition, a Permitted Portfolio Purchase or for other general corporate purposes, and such other information as may be required by Agent and must be accompanied by a Borrowing Base Certificate giving effect to the proposed Revolving Credit Advance. All such notices must be given in writing (by telecopy or overnight courier) or by telephone confirmed immediately in writing. (iib) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).1.1

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a an “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination DateDate and subject to the terms and conditions hereof, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 12:00 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 12:00 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by faxtelecopy, electronic mail overnight courier or overnight courierElectronic Transmission) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative it must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrowers shall execute and deliver to each Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Advances to such Borrower Borrowers together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (and iii) Each payment of principal with respect to the Revolving Loan shall be paid to Agent for the ratable benefit of each Revolving Lender making a Revolving Loan, ratably in proportion to each such Revolving Lender’s respective Revolving Loan Commitment, for purposes of this Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, hereof each Lender severally agrees to make available to Borrowers the Borrower from time to time until the Commitment Termination Date its Pro Rata Share of advances (eachcollectively, a the “Revolving Credit AdvanceTerm Loan”)) denominated in US Dollars. The Pro Rata Share of the Loans Term Loan of any Lender shall not at any time exceed its separate Term Loan Commitment. The obligations of each Lender hereunder shall be several and not joint. The Borrower confirms that, on the Closing Date, the outstanding principal balance of the Term Loan to the Borrower was US$7,000,000. Until the Commitment Termination Date, Borrowers the Borrower may borrow, repay and reborrow under this Section 2.1(a1.1(a)(i); provided, provided that (x) the amount of any Revolving Credit Advances advance of the Term Loan to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Borrowing Availability may be reduced by Reserves imposed by Agent in its reasonable credit judgment. Each Revolving Credit Advance advance of the Term Loan shall be made on notice by Borrower Representative to one of the representatives of Agent identified in Schedule (2.1) at the address specified thereinherein. Any such notice must be given no later than (1) 12 noon (New York, New York Toronto time) on the date Business Day of the proposed Revolving Credit Advanceadvance, in the case of a Base an Index Rate Loan, or (2) 12 noon (New York, New York Toronto time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advanceadvance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be reasonably required by Agent. If any Borrower desires to have the Revolving Credit Advances advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made Notwithstanding the foregoing to a U.S. the contrary, in the event that Borrower shall be denominated in Dollars and send notice to Agent that it requests an advance of the Term Loan at any time that the aggregate daily Aggregate Borrowing Availability (yafter giving effect to such advance) made to a Canadian for any day is US$20,000,000 or less, then Borrower shall be denominated submit, together with such notice, evidence that Credit Parties are in Dollars or Canadian Dollars but compliance with the Fixed Charge Coverage Ratio required under item 1(a) of Annex G to the US Credit Agreement, which evidence shall be deemed consist of the most recent monthly financial statements already delivered to have been made Agent pursuant to item (in a) of Annex E to the case of Canadian Dollar Revolving US Credit Advances) in Agreement for the Dollar Equivalent of such Revolving Credit Advancetwelve month period then ended. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Term Loan Commitment of that Lender. Each note shall be in the principal amount of the Term Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Amendment No. 5 Effective Date and substantially in the form of Exhibit 2.1(a)(ii) 1.1 (each a “Revolving Term Note” and, collectively, the “Revolving Term Notes”). Each Revolving Term Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Borrower to pay the amount of the applicable Lender’s Term Loan Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans advances of the Term Loan to such Borrower Borrower, together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Term Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (iii) Anything in this Agreement to the contrary notwithstanding, at the request of Borrower, in its discretion Agent may (but shall have absolutely no obligation to), make advances of the Term Loan to Borrower on behalf of Lenders in amounts that cause the outstanding balance of the aggregate Term Loan to exceed the Borrowing Base (any such excess advances of the Term Loan are herein referred to collectively as “Overadvances”) which the Agent, in its reasonable business judgment, deems necessary or desirable (a) to preserve or protect the Collateral, or any portion thereof, (b) to enhance the likelihood of, or maximize the amount of, repayment of the Term Loan and other Obligations, or (c) to pay any other amount chargeable to Borrower pursuant to the Commitment, for purposes terms of this Agreement; provided that (A) no such event or occurrence shall cause or constitute a waiver of Agent’s or Lenders’ right to refuse to make any further Overadvances or advances of the Term Loan at any time that an Overadvance exists, and (B) no Overadvance shall result in a Default or Event of Default based on Borrower’s failure to comply with Section 1.3(b)(iii) for so long as Agent permits such Overadvances to be outstanding, but solely with respect to the amount of such Overadvance. If an Overadvance is made, or permitted to remain outstanding then all Lenders shall be bound to make, or permit to remain outstanding such Overadvance based upon their Pro Rata Share of the Term Loan Commitment in accordance with the terms of this Agreement. In addition, Overadvances may be made even if the conditions to lending set forth in Section 2 have not been met. All Overadvances shall constitute Index Rate Loans, shall thereafter bear interest at the Default Rate and shall be zeropayable on the earlier of demand or the Commitment Termination Date. Except as otherwise provided in Section 1.11(b), the authority of Agent to make Overadvances is limited to an aggregate amount not to exceed US$500,000 at any time, shall not cause the aggregate Term Loan to exceed US$10,000,000, and may be revoked prospectively by a written notice to Agent (with a copy thereof to Borrower) signed by Requisite Lenders.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to US Borrowers and to Canadian Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”)) provided that all Revolving Credit Advances hereunder to US Borrowers shall be made by US Lenders and all Revolving Credit Advances hereunder to Canadian Borrowers shall be made by Canadian Lenders. The aggregate amount of all Revolving Credit Advances to US Borrowers shall not exceed $225,000,000, and the aggregate amount of all Revolving Credit Advances to Canadian Borrowers shall not exceed the Dollar Equivalent Amount of $50,000,000. The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Commitmentapplicable Revolving Loan Commitment (as determined separately in respect of US Borrowers, on the one hand, and Canadian Borrowers, on the other hand). The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (xA) the amount of any Revolving Credit Advances Advance to be made at any time to US Borrowers shall not exceed US Borrowing Availability at such time, ; (yB) the amount of any Revolving Credit Advances Advance to be made to the U.S. Borrowers at any time to Canadian Borrowers shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time; and (C) the aggregate amount of Revolving Credit Advances shall not exceed Borrowing Availability to all Borrowers. Borrowing Availability may be further reduced by Reserves imposed by Agent in its reasonable credit judgment. Moreover, the sum of the Revolving Loan and Swing Line Loan outstanding to (I) all US Borrowers shall not exceed at any time the US Borrowing Base and (II) all Canadian Borrowers shall not exceed at any time the Canadian Borrowing Base. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified thereintherein and in the case of Canadian Revolving Credit Advances, to the Canadian Agent as well. Any such notice must be given no later than (1) 12 12:00 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 12:00 noon (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan or BA Rate Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and Rate or BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, each US Borrower shall execute and deliver to the Agent for delivery to each US Lender a single note to evidence the Revolving Loan Commitment of that Lender US Revolving Lender, and (y) the each Canadian Borrowers, jointly and severally, Borrower shall execute and deliver to the Agent for delivery to each Canadian Lender a single note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Canadian Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Lender’s Revolving Loan Commitment or, if less, such Lender’s Pro Rata Share of the aggregate unpaid principal amount of all US Revolving Loans Credit Advances to such US Borrower or Canadian Revolving Credit Advances to such Canadian Borrower, as applicable in each case together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (and the Commitment, for purposes iii) Any provision of this AgreementAgreement to the contrary notwithstanding, at the request of Borrower Representative, in its discretion (A) Agent may (but shall have absolutely no obligation to), make Revolving Credit Advances to US Borrowers on behalf of US Lenders in amounts that cause the outstanding balance of the US Revolving Loan to exceed the US Borrowing Base (less the US Swing Line Loan), and (B) Canadian Agent may (but shall have absolutely no obligation to), make Revolving Credit Advances to Canadian Borrowers on behalf of Canadian Lenders in amounts that cause the outstanding balance of the Canadian Revolving Credit Advance to exceed the Canadian Borrowing Base (less the Canadian Swing Line Advances) (any such excess US or Canadian Revolving Credit Advances are herein referred to collectively as “Overadvances”); provided that (A) no such event or occurrence shall cause or constitute a waiver of Agent’s, Canadian Agent’s, the Swing Line Lender’s or Lenders’ right to refuse to make any further Overadvances, Swing Line Advances or Revolving Credit Advances, or incur any Letter of Credit Obligations, as the case may be, at any time that an Overadvance exists, and (B) no Overadvance shall result in a Default or Event of Default due to Borrowers’ failure to comply with Section 1.3(a)(i) for so long as Agent or Canadian Agent permits such Overadvance to remain outstanding, but solely with respect to the amount of such Overadvance. In addition, Overadvances may be made even if the conditions to lending set forth in Section 2 have not been met. All Overadvances shall constitute Index Rate Loans, shall thereafter bear interest at the Default Rate and shall be zeropayable on demand. Except as otherwise provided in Section 1.11(b), (A) the authority of Agent to make Overadvances is limited to an aggregate amount not to exceed $15,000,000 at any time, (B) the authority of Canadian Agent to make Overadvances is limited to an aggregate amount not to exceed CD$ 3,000,000 at any time, (C) in no event shall either Agent permit any Overadvance to cause (1) the aggregate Revolving Loan to exceed the Maximum Amount, (2) the aggregate US Revolving Loan to exceed the Maximum US Amount, or (3) the aggregate Canadian Revolving Loan to exceed the Maximum Canadian Amount and (D) in no event shall either Agent permit any Overadvance to remain outstanding for more than 90 days in any 180-day period, and may be revoked prospectively by a written notice to such Applicable Agent signed by, in the case of Overadvances pursuant to clause (A), US Lenders holding more than 50% of the US Revolving Loan Commitments and in the case of Overadvances pursuant to clause (B), Canadian Lenders holding more than 50% of the Canadian Revolving Loan Commitments.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”); provided, that until the entry of the Final Order, Revolving Credit Advances shall be limited as set forth in the Interim Order. The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, provided that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Borrowing Availability at such time, (y) the amount of any Revolving Credit Advances to . Borrowing Availability may be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timereduced by Reserves imposed by Agent in its reasonable credit judgment. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.11.1) at the address specified therein. Any such notice must be given no later than (1) 12 12:00 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 12:00 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10Each Borrower shall, if requested by Lenders, (x) the U.S. Borrowersa Revolving Lender, jointly and severally, shall execute and deliver to each such Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date (or such “effective date” as set forth under any Assignment Agreement) and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “"Revolving Credit Advance”"). The Pro Rata Share of the Loans of any Lender shall not at any time exceed its separate Commitment. The obligations of each Lender hereunder shall be several and not joint. The aggregate amount of Revolving Credit Advances outstanding shall not exceed at any time the lesser of (A) the Maximum Amount less the sum of 100% of the Letter of Credit Obligations, 100% of the Eligible Trade L/C Obligations and 100% of the Swing Line Loan outstanding and (B) the Borrowing Base, less the sum of 100% of the Letter of Credit Obligations, 100% of the Eligible Trade L/C Obligations and 100% of the Swing Line Loan outstanding at such time (such amount, subject to the limitations described in Section 1.1(a)(iv) hereof, "Borrowing Availability"). Furthermore, the Pro Rata Share of the Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. Until the Commitment Termination Date, Borrowers Borrower may from time to time borrow, repay and reborrow under this Section 2.1(a); provided, that 1.1 (xa) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one the representative of the representatives of Agent identified in on Schedule (2.1) 1.1 at the address specified thereinthereon. Any such notice Those notices must be given no later than (1) 12 noon Noon (New York, New York Chicago time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 10:00 a.m. (New York, New York Chicago time) on the date which is three two (32) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Notice of Revolving Credit Advance”") may be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1 (a) (i), and shall include must specify the requested date, the amount and type of the requested Revolving Credit Advance, and such other information as may be required by Agent and must be given in such Exhibitwriting (by telecopy or overnight courier) or by telephone confirmed immediately in writing. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.10, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Lender. Each note shall be in the principal amount of the Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each Index Rate Loans must be in a “Revolving Note” and, collectively, the “Revolving Notes”minimum amount of $100,000 and multiples of $10,000 in excess of such amount; minimum advances and integral multiples for LIBOR Loans are set forth in Section 1.5(e). Each Revolving Note (or, if In the case of a Revolving Note Credit Advance that is not requestedto be funded by a Swing Line Advance, this Agreement) Agent shall represent the joint and several obligation promptly notify each Lender of the appropriate Borrowers to pay the amount Notice of the applicable Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).Credit

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a)(i); provided, provided that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Borrowing Availability at such time. Borrowing Availability may be reduced by Reserves imposed by Agent in its reasonable credit judgment. Moreover, (y) the amount sum of any the Revolving Credit Advances Loan and Swing Line Loan outstanding to be made to the U.S. Borrowers shall not exceed at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timeBorrowing Base. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of the applicable Borrower to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon 11:00 a.m. (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon 11:00 a.m. (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be required by Agent. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, each Borrower shall execute and deliver to each Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers applicable Borrower to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero).with

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “"Revolving Credit Advance”"). The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate CommitmentRevolving Loan Commitment and the Revolving Loans of all Lenders shall not at any time exceed the Maximum Amount. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the amount of any Revolving Credit Advances to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative Borrowers to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) 3 Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Notice of Revolving Credit Advance”") may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1 (a) (i), and shall include the information required in such ExhibitExhibit and such other information as may be reasonably required by Agent. If any Borrower desires Borrowers desire to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative Borrowers must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, each Borrower shall execute and deliver to each Lender a note to evidence the Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Revolving Loan Commitment of that Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “"Revolving Note” " and, collectively, the “"Revolving Notes”"). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers each Borrower to pay the full principal amount of the applicable Lender’s 's Revolving Loan Commitment or, if less, such Lender's Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans to such Borrower Credit Advances together with interest thereon as prescribed in Section 2.5. The entire unpaid balance of the aggregate Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)1.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Cdn. Revolving Lender severally agrees to make available to Borrowers Lower Lakes from time to time until the Commitment Termination Date its Pro Rata Share of Canadian Dollar advances (each, a “"Cdn. Revolving Credit Advance”") under the Cdn. Revolving Loan Commitment (the "Cdn. Revolving Credit Facility"). The Pro Rata Share of the Loans Cdn. Revolving Loan of any Cdn. Revolving Lender shall not at any time exceed its separate Cdn. Revolving Loan Commitment. Immediately prior to the effectiveness of this Agreement, the outstanding principal balance of "Cdn. Revolving Loans" under the Existing Credit Agreement is Cdn. $10,350,000. Such "Cdn. Revolving Loans" under the Existing Credit Agreement shall be deemed to be, and hereby are converted into, on the Restatement Closing Date, outstanding Cdn. Revolving Loans hereunder. In addition, there is one letter of credit issued and outstanding under the Existing Credit Agreement with a face amount of Cdn. $100,000, which shall constitute a Letter of Credit hereunder as of the Restatement Closing Date. The obligations of each Cdn. Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers Lower Lakes may from time to time borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, that (x) the Canadian Dollar amount of any Cdn. Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Cdn. Borrowing Availability at such time. Each Cdn. Revolving Credit Advance shall be made on notice by Borrower Representative Lower Lakes to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than 11:00 a.m. (1) 12 noon (New York, New York time) on the date Business Day of the proposed Cdn. Revolving Credit Advance, in the case of a Base Rate Loan, or (2) 12 noon (New York, New York time) on the date which is three (3) Business Days’ prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “"Cdn. Notice of Revolving Credit Advance”") may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such Exhibit. (ii) For the period from March 31 through June 30 of each calendar year, the Cdn. If any Borrower desires Revolving Lenders shall establish (on a several and not joint or joint and several basis) in favor of Lower Lakes a seasonal overadvance revolving credit facility (the "Cdn. Seasonal Facility") which shall be subject to have the terms contained herein that are applicable to the Cdn. Revolving Loan. For greater certainty, the Cdn. Seasonal Facility is a sub-facility of the Cdn. Revolving Credit Advances bear interest Facility and shall not be subject to the limits of the Cdn. Borrowing Base but shall be subject to the Cdn. Maximum Amount. The Cdn. Seasonal Facility shall be in an amount not to exceed (all as determined in Cdn. Dollars using, where applicable, the Cdn. Dollar Equivalent Amount) the lesser of: (A) US $12,000,000 less the principal amount outstanding under the US Seasonal Facility, or (B) 75% of the aggregate Fair Market Value of the Cdn. Vessels and the US Owned Vessels (based upon the most recent appraisal received by reference the Agent) less the aggregate of (i) the principal amount outstanding under the Cdn. Term Loan and the principal amount outstanding under the US Term Loans, (ii) the aggregate amount of the obligations secured by Liens attaching to a LIBOR Rate, with respect the Cdn. Vessels and the US Owned Vessels that have priority to LIBOR Loans denominated in Dollarsthe Liens securing the Obligations, and BA Rate(iii) the principal amount outstanding under the US Seasonal Facility; provided, with respect that if Lower Lakes has certified to LIBOR Loans denominated the Agent in Canadian Dollarsthe applicable Cdn. Notice of Revolving Credit Advance that all or a portion of the proceeds of the related Cdn. Revolving Credit Advance will be directly applied to retire any obligation described in clause (ii) above, Borrower Representative must comply with Section 2.5(e)then such obligation will not be counted in determining availability for such Advance. All The aggregate of all Cdn. Revolving Credit Advances (xincluding Advances under the Cdn. Seasonal Facility) made to a U.S. Borrower shall at no time exceed the Cdn. Maximum Amount. Notwithstanding the foregoing, during calendar year 2013, the period referenced above shall be denominated in Dollars and (y) made extended from June 30 to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but July 31; provided, that for the period from June 30, 2013 to July 31, 2013, the reference to “US$12,000,000” shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advancebe a reference to “US$5,000,000”. (iiiii) Except as provided in Section 2.101.11, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Lower Lakes shall execute and deliver to each Cdn. Revolving Lender a Canadian Dollar note to evidence the Cdn. Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Cdn. Revolving Lender. Each note shall be in the principal amount of the Cdn. Revolving Loan Commitment (or the Canadian Commitment) of the applicable Cdn. Revolving Lender, dated the Restatement Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(iii) (each each, a “"Cdn. Revolving Note” " and, collectively, the “"Cdn. Revolving Notes”"). Each Cdn. Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers Lower Lakes to pay the amount of the applicable Cdn. Revolving Lender’s 's Cdn. Revolving Loan Commitment or, if less, such Cdn. Revolving Lender's Pro Rata Share of the aggregate unpaid principal amount of all outstanding Cdn. Revolving Loans Credit Advances to such Borrower Lower Lakes together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Cdn. Revolving Loan and all other non-contingent Obligations owing by Lower Lakes shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date. All Cdn. Revolving Notes issued under the Existing Credit Agreement shall be deemed replaced as of the Restatement Closing Date with the notes issued pursuant to this Agreement (and without effecting a novation with respect to any "Obligations" as defined in the Commitment, for purposes of this Existing Credit Agreement, shall thereafter be zero).

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Revolving Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of advances (each, a “Revolving Credit Advance”). The Pro Rata Share of the Loans Revolving Loan of any Revolving Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Revolving Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, provided that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Borrowing Availability at such time; provided, (y) further, that notwithstanding anything to the contrary contained in this Agreement the Revolving Loan plus the outstanding principal amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time Term Loans shall not in no circumstance exceed the U.S. Availability at $75,000,000 until such time as all obligations under the Second Lien Credit Agreement (and (zall related documents) the amount of any Revolving Credit Advances have been paid in full and satisfactory evidence thereof has been provided to Agent. Borrowing Availability may be made to the Canadian Borrowers at any time shall not exceed the Canadian Availability at such timereduced by Reserves imposed by Agent in its reasonable credit judgment. Each Revolving Credit Advance shall be made on notice by Borrower Representative on behalf of Borrowers to one of the representatives of Agent identified in Schedule (2.1) 1.1 at the address specified therein. Any such notice must be given no later than (1) 12 12:00 noon (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base an Index Rate Loan, or (2) 12 12:00 noon (New York, New York time) on the date which is three (3) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit Advance”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i1.1(a)(i), and shall include the information required in such ExhibitExhibit and such other information as may be reasonably required by Agent. If any Borrower desires Borrowers desire to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.5(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.12, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrowers shall execute and deliver to each Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Revolving Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii1.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Credit Advances to such Borrower Borrowers together with interest thereon as prescribed in Section 2.51.5. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date Date. (iii) Anything in this Agreement to the contrary notwithstanding, at the request of Borrower Representative, in its discretion Agent may (but shall have absolutely no obligation to), make Revolving Credit Advances to Borrowers on behalf of Revolving Lenders in amounts that cause the outstanding balance of the aggregate Revolving Loan to exceed the Borrowing Base (less the Swing Line Loan) (any such excess Revolving Credit Advances are herein referred to collectively as “Overadvances”); provided that (A) no such event or occurrence shall cause or constitute a waiver of Agent’s, Swing Line Lender’s or Revolving Lenders’ right to refuse to make any further Overadvances, Swing Line Advances or Revolving Credit Advances, or incur any Letter of Credit Obligations, as the case may be, at any time that an Overadvance exists, and (B) no Overadvance shall result in an Event of Default based on Borrowers’ failure to comply with Section 1.3(b) for so long as Agent permits such Overadvance to be outstanding, but solely with respect to the Commitmentamount of such Overadvance. In addition, for purposes of this AgreementOveradvances may be made even if the conditions to lending set forth in Section 2 have not been met. All Overadvances shall constitute Index Rate Loans, shall thereafter bear interest at the Default Rate and shall be zeropayable on the earlier of demand or the Commitment Termination Date. Except as otherwise provided in Section 1.9(b), the authority of Agent to make Overadvances is limited to an aggregate amount not to exceed $1,000,000 at any time, shall not cause the aggregate Revolving Loan to exceed the Maximum Amount, and may be revoked prospectively by a written notice to Agent signed by Revolving Lenders holding more than 50% of the Revolving Loan Commitments.

Revolving Credit Facility. (i) Subject to the terms and conditions hereof, each Lender severally agrees to make available to Borrowers from time to time until the Commitment Termination Date its Pro Rata Share of revolving credit advances (each, a an “Revolving Credit Advance” and collectively, the “Advances”). The Pro Rata Share of the Loans Revolving Loan of any Lender shall not at any time exceed its separate Revolving Loan Commitment. The obligations of each Lender hereunder shall be several and not joint. Until the Commitment Termination Date, Borrowers may borrow, repay and reborrow under this Section 2.1(a1.1(a); provided, provided that (x) the amount of any Revolving Credit Advances Advance to be made at any time shall not exceed Availability at such time, (y) the amount of any Revolving Credit Advances to be made to the U.S. Borrowers at any time shall not exceed the U.S. Availability at such time and (z) the amount of any Revolving Credit Advances to be made to the Canadian Borrowers at any time shall not exceed the Canadian Borrowing Availability at such time. Each Revolving Credit Advance shall be made on notice by Borrower Representative to one on behalf of the representatives of applicable Borrower to Agent identified in Schedule (2.1) at the address specified therein. in Annex I. Any such notice must be given no later than (1A) 12 noon 1:00 p.m. (New York, New York time) on the date Business Day of the proposed Revolving Credit Advance, in the case of a Base Rate Loan, or (2B) 12 noon 1:00 p.m. (New York, New York time) on the date which is three two (32) Business Days’ Days prior to the proposed Revolving Credit Advance, in the case of a LIBOR Loan. Each such notice (a “Notice of Revolving Credit AdvanceBorrowing”) may must be given verbally by telephone but must be immediately confirmed in writing (by fax, electronic mail telecopy or overnight courier) substantially in the form of Exhibit 2.1(a)(i)1.1(a)(i) attached hereto, and shall include the information required in such Exhibit. If any Borrower desires to have the Revolving Credit Advances bear interest by reference to a LIBOR Rate, with respect to LIBOR Loans denominated in Dollars, and BA Rate, with respect to LIBOR Loans denominated in Canadian Dollars, Borrower Representative must comply with Section 2.5(e1.4(e). All Revolving Credit Advances (x) made to a U.S. Borrower shall be denominated in Dollars and (y) made to a Canadian Borrower shall be denominated in Dollars or Canadian Dollars but shall be deemed to have been made (in the case of Canadian Dollar Revolving Credit Advances) in the Dollar Equivalent of such Revolving Credit Advance. (ii) Except as provided in Section 2.101.9, if requested by Lenders, (x) the U.S. Borrowers, jointly and severally, Borrowers shall execute and deliver to each Revolving Lender a note to evidence the Revolving Loan Commitment of that Lender and (y) the Canadian Borrowers, jointly and severally, shall execute and deliver to each Lender a note to evidence the Pro Rata Share of the Canadian Commitment of that Revolving Lender. Each note shall be in the principal amount of the Revolving Loan Commitment (or the Canadian Commitment) of the applicable Lender, dated the Closing Date and substantially in the form of Exhibit 2.1(a)(ii) (each a “Revolving Note” and, collectively, the “Revolving Notes”). Each Revolving Note (or, if a Revolving Note is not requested, this Agreement) shall represent the joint and several obligation of the appropriate Borrowers to pay the amount of the applicable Revolving Lender’s Revolving Loan Commitment or, if less, such Revolving Lender’s Pro Rata Share of the aggregate unpaid principal amount of all Revolving Loans Advances to such Borrower Borrowers together with interest thereon as prescribed in Section 2.51.4. The entire unpaid balance of the aggregate Revolving Loan and all other non-contingent Obligations shall be immediately due and payable in full in immediately available funds on the Commitment Termination Date (and the Commitment, for purposes of this Agreement, shall thereafter be zero)Date.