Common use of Swingline Commitment Clause in Contracts

Swingline Commitment. The Swingline Lender agrees, on the terms and subject to the conditions set forth herein and in the other Credit Documents, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Date.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions hereof, each Swingline Lender severally may, but shall have no obligation to, make a portion of the credit otherwise available to the conditions set forth herein and in Parent Borrower under the other Revolving Credit Documents, to make loans to the Borrower in Dollars at any time and Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swingline Loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that ) in Dollars to the Parent Borrower so long as after giving effect thereto (i) the aggregate principal amount of the outstanding Swingline Loans outstanding at any one time made by such Swingline Lender does not exceed such Swingline Lender’s Swingline Commitment, (ii) the Aggregate Revolving Credit Outstandings of such Swingline Lender does not exceed its Revolving Credit Commitment, (iii) the Aggregate Swingline Outstandings shall not exceed the aggregate Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount Commitments and (iiiiv) with regard to the Aggregate Revolving Credit Outstandings of all Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed AmountCredit Commitments; provided that a Swingline Loan may not be used to refinance an outstanding Swingline Loan. During the Commitment Period, the Parent Borrower may use the Swingline Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. All repayments under this Agreement on account of Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior Dollars in immediately available funds to the Revolving Termination DateAdministrative Agent for the account of the applicable Swingline Lender not later than 1:00 p.m., New York City time, on the day any such payment is due to the office of JPMCB specified in subsection 11.2.

Swingline Commitment. The Swingline Lender Bank agrees, on the terms and subject to the conditions set forth herein and in the other Credit Documentsthis Agreement, to make loans to the Borrower in Dollars at any time and pursuant to this Section from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Loan Availability Period; provided that immediately after each such loan is made (and after giving effect to any substantially concurrent application of the proceeds thereof to repay outstanding Loans): (i) the aggregate outstanding principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, Commitment, (ii) with regard to in the case of each Lender individually (other than the Swingline Lender)Bank, such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Outstanding Committed Amount shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and its Commitment, and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Total Usage shall not exceed the Revolving Committed AmountTotal Commitments. Each loan under this Section shall (x) be in a principal amount not less than $500,000 and shall be in a multiple of $100,000 and (y) bear interest on the outstanding principal amount thereof for each day from the date such loan is made until it becomes due at such rate or rates per annum (which shall in no event be greater than the rate applicable to Base Rate Loans for such day), and be payable on such dates, as shall be agreed upon from time to time by the Borrower and the Swingline Bank. Within the foregoing limits and subject to Section 2.11(d), the Borrower may borrow under this Section, repay Swingline Loans and reborrow under this Section at any time during the Swingline Loan Availability Period. If the Swingline Bank and the Borrower are unable, for any reason, to agree on the interest rate or interest payment date or dates applicable to any Swingline Loan, the Swingline Bank shall not be obligated to make, and the Borrower shall not be obligated to borrow, such Swingline Loan. The Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with evidenced by the provisions hereof prior to the Revolving Termination DateSwingline Note.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein and of this Section 2.9, each Swingline Lender, in the other Credit Documentsits individual capacity, severally agrees to make certain revolving credit loans to the Borrower or any Qualified Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date or in Euros or Yen (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) from time to time during the term hereof to the extent that such Swingline Lender has a Swingline Commitment for such currency; provided provided, however, that (iw) after giving effect to such Swingline Loan, the aggregate outstanding amount of Swingline Loans in the applicable currency made by such Swingline Lender shall not exceed such Swingline Lender’s Swingline Commitment for such currency, (x) the aggregate principal amount of the Swingline Loans (including Alternative Currency Swingline Loans, the amount of which shall be calculated based on the Dollar Equivalent Amount thereof) outstanding at any one time shall not exceed the Swingline Committed Amountlesser of (i) $250,000,000, and (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and Credit Availability, (iiiy) with regard after giving effect to the Revolving Lenders collectivelyany Alternative Currency Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount all Alternative Currency Loans and Letter of Revolving Loans outstanding plus the aggregate amount Credit Obligations with respect to Alternative Currency Letters of LOC Obligations outstanding Credit shall not exceed the Revolving Committed Amount. Alternative Currency Sublimit and (z) no Swingline Loans shall be made and maintained as Base Rate Loansto any Foreign Qualified Borrower organized or domiciled in Japan. Subject to the limitations set forth herein, and any amounts repaid in respect of Swingline Loans may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datereborrowed.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein and in herein, the other Credit Documents, Swingline Lender agrees to make loans Swingline Loans to the Borrower in Dollars at any time and Borrowers from time to time during the period from and including the Effective Date to but Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that result in (i) the aggregate principal amount of the outstanding Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, exceeding $25.0 million or (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the total Revolving Exposures exceeding the lesser of (A) the total Revolving Commitments and (B) the Revolving Borrowing Base then in effect; provided that the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Lender shall not exceed be required to make a Swingline Loan to refinance an outstanding Swingline Loan and provided further that the Revolving Committed Amount. Swingline Loans Lender shall not be made and maintained as Base Rate Loansobligated to make any Swingline Loan at any time when any Lender is at such time a Defaulting Lender or Deteriorating Lender hereunder, and may be repaid and reborrowed in accordance unless the Swingline Lender has entered into reasonably satisfactory arrangements with the provisions hereof prior Borrowers or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender. Within the foregoing limits and subject to the Revolving Termination Dateterms and conditions set forth herein, the Borrowers may borrow, repay and reborrow Swingline Loans.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein herein, the Swingline Lender may, in its discretion and in reliance upon the agreements of the other Credit DocumentsLenders set forth in this Section 2.3, to make certain revolving credit loans to requested by the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Borrower (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) from time to time from the Closing Date until the Termination Date for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed FIFTY MILLION DOLLARS ($50,000,000.00) (the “Swingline Committed Amount”), and (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s sum of the aggregate principal amount of outstanding Revolving Loans plus its Participation Interests in the aggregate principal amount of outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC L/C Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate LoansLoans or Quoted Rate Swingline Loans as the Borrower may request in accordance with the provisions of this Section 2.3, and may be repaid and reborrowed in accordance with the provisions hereof prior hereof. Notwithstanding the foregoing, the Borrower may not request any Loans hereunder while a Change of Control Standstill Period shall be in effect pursuant to the Revolving Termination DateSection 3.4(e) hereof.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to the conditions set forth herein make certain revolving credit loans in Dollars and in the other Credit Documents, to make loans Foreign Currencies to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “"Swingline Loan” and " and, collectively, the “"Swingline Loans”)") for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Amount of Swingline Loans (determined as of the Swingline Loans most recent Determination Date) outstanding at any one time shall not exceed TWENTY-FIVE MILLION DOLLARS ($25,000,000) (the "Swingline Committed Amount"), and (ii) with regard to each Lender individually the sum of the aggregate Dollar Amount (other than determined as of the Swingline Lender), such Lender’s most recent Determination Date) of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving outstanding Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior hereof. Notwithstanding anything to the Revolving Termination Datecontrary contained herein, the Swingline Lender shall not at any time be obligated to make any Swingline Loan hereunder if any Lender is at such time a Defaulting Lender, unless the Swingline Lender has entered into arrangements satisfactory to the Swingline Lender with the Borrower or such Lender to eliminate the Swingline Lender's risk with respect to such Lender's obligations in respect of its Swingline Commitment.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions hereof, the conditions set forth herein and Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans to the Borrower in Dollars at any time and (each a "SWINGLINE LOAN" and, collectively, the "SWINGLINE LOANS") from time to time during from the period from and including Closing Date until the Effective Maturity Date to but not including for the Revolving Termination Date (each such loanpurposes hereinafter set forth; PROVIDED, a “Swingline Loan” and collectivelyHOWEVER, the “Swingline Loans”); provided that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed FIVE MILLION DOLLARS ($5,000,000.00) (the Swingline Committed Amount"SWINGLINE COMMITTED AMOUNT"), (ii) with regard to each Lender individually (other than the Swingline Lender)Lenders collectively, such Lender’s outstanding the amount of the Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed the lesser of (A) the Revolving Committed Amount and (B) the Borrowing Base LESS the outstanding Term Loan and (iii) with regard to each Lender individually, the amount of such Lender's Revolving Commitment Percentage of the sum of the Revolving Loans PLUS LOC Obligations PLUS Swingline Loans outstanding shall not exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate Loansin accordance with the provisions of this Section 2.3, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions of this Agreement (including, without limitation, satisfaction (or proper waiver) of the applicable conditions precedent in Article IV hereof), First Union, in its individual capacity, agrees to make certain revolving credit loans requested by the Borrowers in Dollars to the conditions set forth herein and in Borrowers (each a "Swingline Loan" and, collectively, the other Credit Documents, to make loans to the Borrower in Dollars at any time and "Swingline Loans") from time to time during time, from the period from and including the Effective Closing Date to but not including until the Revolving Facility Termination Date (each such loanfor the purposes hereinafter set forth; provided, a “Swingline Loan” and collectivelyhowever, the “Swingline Loans”); provided that at any time (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, and (ii) with regard to each Lender individually the aggregate principal amount (other than reflecting the Swingline Lender), such Lender’s Assigned Dollar Value of any outstanding Foreign Currency Loans) of all outstanding Revolving Loans (reflecting the Assigned Dollar Value of any Letters of Credit payable in an Alternative Currency) plus its Participation Interests in the aggregate principal amount of outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount principal amount of any drawings not reimbursed pursuant to Section 2.5(d) and the undrawn amount of outstanding Letters of Credit (reflecting the Assigned Dollar Value of such unreimbursed drawings made in an Alternative Currency or such undrawn amount of any Letters of Credit payable in an Alternative Currency) plus the aggregate amount Assigned Dollar Value of Revolving all outstanding European Swingline Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed AmountAggregate Commitment. Swingline Loans hereunder shall be made and maintained as Base Rate Loans, Loans and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to conditions hereof and in reliance upon the conditions agreements of the other Lenders set forth herein and in herein, the other Credit Documents, Swingline Lender agrees to make loans a portion of the credit otherwise available to the Borrower in Dollars at any time and under the Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “"Swingline Loans”") bearing interest as set forth in Section 2.20(c), to the Borrower; provided that (i) the aggregate outstanding principal amount of Swingline Loans at any time shall not exceed the Swingline Commitment then in effect (notwithstanding that the Swingline Loans outstanding at any one time, when aggregated with such Swingline Lender's other outstanding Revolving Loans, may exceed the Swingline Commitment then in effect), (ii) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Committed Amount$100,000,000, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard the Borrower shall not request, and the Swingline Lender shall not make, any Swingline Loan if, after giving effect to the Revolving Lenders collectivelymaking of such Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount Total Outstanding Extensions of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not Credit would exceed the Revolving Committed AmountTotal Commitments. During the Commitment Period, the Borrower may use the Swingline Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swingline Loans shall be denominated in Dollars. Any Swingline Loans made on the Closing Date shall bear interest at Bank of America's cost of funds plus the Swingline Applicable Margin. (b) The Borrower shall repay all outstanding Swingline Loans on the earlier of the Termination Date and maintained as Base Rate Loans, the date on which the Swingline Loans shall become due and may be repaid and reborrowed payable in accordance with the provisions hereof prior to the Revolving Termination DateSection 7.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to the conditions set forth herein and herein, the Swingline Lender may, in the other Credit Documentsits sole discretion, to make loans Swingline Loans to the Borrower in Dollars at any time and Borrower, from time to time during the period from and including Availability Period, in an aggregate principal amount outstanding at any time not to exceed the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that lesser of (i) the Swingline Commitment then in effect and (ii) the difference between the Aggregate Revolving Commitment Amount and the aggregate Revolving Credit Exposures of all Lenders; provided that the Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan. The Borrower shall be entitled to borrow, repay and reborrow Swingline Loans in accordance with the terms and conditions of this Agreement. (b) The Borrower shall give the Administrative Agent written notice (or telephonic notice promptly confirmed in writing) of each Swingline Borrowing, substantially in the form of Exhibit 2.4 attached hereto (a “Notice of Swingline Borrowing”), prior to 1:00 p.m. on the requested date of each Swingline Borrowing. Each Notice of Swingline Borrowing shall be irrevocable and shall specify (i) the principal amount of the such Swingline Loans outstanding at any one time shall not exceed the Swingline Committed AmountBorrowing, (ii) with regard to each Lender individually the date of such Swingline Borrowing (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations which shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount be a Business Day) and (iii) with regard to the Revolving Lenders collectively, the sum account of the Borrower to which the proceeds of such Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall Borrowing should be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Date.US-DOCS\51545218.9

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to the conditions set forth herein make certain revolving credit loans in Dollars and in the other Credit Documents, to make loans Foreign Currencies to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “"Swingline Loan” and " and, collectively, the “"Swingline Loans”)") for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Amount of Swingline Loans (determined as of the Swingline Loans most recent Determination Date) outstanding at any one time shall not exceed TWENTY MILLION DOLLARS ($20,000,000) (the "Swingline Committed Amount"), and (ii) with regard to each Lender individually the sum of the aggregate Dollar Amount (other than determined as of the Swingline Lender), such Lender’s most recent Determination Date) of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving outstanding Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior hereof. Notwithstanding anything to the Revolving Termination Datecontrary contained herein, the Swingline Lender shall not at any time be obligated to make any Swingline Loan hereunder if any Lender is at such time a Defaulting Lender, unless the Swingline Lender has entered into arrangements satisfactory to the Swingline Lender with the Borrower or such Lender to eliminate the Swingline Lender's risk with respect to such Lender's obligations in respect of its Swingline Commitment.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof, each Swingline Lender, in its individual capacity, agrees to, in reliance upon the conditions agreements of the other Revolving A Lenders set forth herein and in the other Credit Documentsthis Section, to make certain revolving credit loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Company (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (iii) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed THIRTY MILLION DOLLARS ($30,000,000) (the “Swingline Committed Amount”), (iiiiii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s sum of the aggregate principal amount of outstanding Revolving A Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving A Committed Amount then in effect, and (iii) with regard to the Revolving Lenders collectively, the sum of the aggregate principal amount of a Swingline Lender’s outstanding Swingline Loans shall not exceed such Swingline Lender’s respective share of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amountaccording to such Swingline Lender’s Swingline Commitment Percentage. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to conditions hereof, the conditions set forth herein and Swingline Lender may in its sole discretion make a portion of the other Credit Documents, to make loans credit otherwise available to the Borrower in Dollars at any time and under the Revolving Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swingline loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) to the Borrower notwithstanding that after making a requested Swingline Loan, the sum of (i) the Swingline Lender’s aggregate principal amount of all Revolving Loans, (ii) the Revolving Percentage of the L/C Obligations and (iii) all outstanding Swingline Loans may exceed the Swingline Lender’s Revolving Commitment; provided provided, that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed AmountCommitment, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Borrower shall not at request any time exceed Swingline Loan if, after giving effect to the making of such Lender’s Revolving Commitment Percentage Swingline Loan, the aggregate amount of the Available Revolving Committed Amount Commitments would be less than zero and (iii) with regard the Swingline Lender shall not be required to make any Swingline Loans under this Section 3.3 at any time when an Event of Default has occurred and is continuing. Subject to the Revolving Lenders collectivelyforegoing, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior from time to time. (b) Swingline Loans shall be Base Rate Loans only. (c) The Borrower shall repay all outstanding Swingline Loans (i) on each Borrowing Date for Revolving Loans, (ii) on the Revolving Termination DateDate and (iii) on demand by the Swingline Lender at any time when an Event of Default has occurred and is continuing.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein and of this Section 2.9, each Swingline Lender, in the other Credit Documentsits individual capacity, severally agrees to make certain revolving credit loans to the Borrower or any Qualified Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date or in Euros or Yen (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) from time to time during the term hereof to the extent that such Swingline Lender has a Swingline Commitment for such currency; provided provided, however, that (iv) after giving effect to such Swingline Loan, the aggregate outstanding amount of Swingline Loans in the applicable currency made by such Swingline Lender shall not exceed such Swingline Lender’s Swingline Commitment for such currency, (w) after giving effect to such Swingline Loan, such Swingline Lender’s Revolving Credit Exposure shall not exceed its Revolving Credit Commitment, (x) the aggregate principal amount of the Swingline Loans (including Alternative Currency Swingline Loans, the amount of which shall be calculated based on the Dollar Equivalent Amount thereof) outstanding at any one time shall not exceed the Swingline Committed Amountlesser of (i) 400,000,000, and (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and Credit Availability, (iiiy) with regard after giving effect to the Revolving Lenders collectivelyany Alternative Currency Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount all Alternative Currency Loans and Letter of Revolving Loans outstanding plus the aggregate amount Credit Obligations with respect to Alternative Currency Letters of LOC Obligations outstanding Credit shall not exceed the Revolving Committed Amount. Alternative Currency Sublimit and (z) no Swingline Loans shall be made and maintained as Base Rate Loansto any Foreign Qualified Borrower organized or domiciled in Japan. Subject to the limitations set forth herein, and any amounts repaid in respect of Swingline Loans may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datereborrowed.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions and relying upon the representations and warranties herein set forth, the Swingline Lender agrees to make loans, in dollars, Euros, Marks, Francs, Pounds and Yen, to the conditions set forth herein and in the other Credit Documents, to make loans to the Borrower in Dollars Company at any time and from time to time during on and after the period from Restatement Closing Date and including until the Effective Date to but not including earlier of the Revolving Termination Maturity Date (each such loanand the termination of the Revolving Commitments in accordance with the terms hereof, a “Swingline Loan” and collectively, the “Swingline Loans”); provided in an aggregate principal amount at any time outstanding that will not result in (i) the aggregate principal amount of all outstanding Swingline Dollar Loans exceeding $10,000,000 in the aggregate (the "Swingline Loans outstanding at any one time shall not exceed the Swingline Committed AmountDollar Commitment"), (ii) the Dollar Equivalent of all outstanding Alternative Currency Swingline Loans exceeding $25,000,000 (the "Alternative Currency Commitment", and together with regard to each Lender individually (other than the Swingline LenderDollar Commitment, the "Swingline Commitments"), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and or (iii) with regard the Aggregate Revolving Exposure, after giving effect to any Swingline Loan, exceeding the Total Revolving Lenders collectivelyCommitment. Each Swingline Dollar Loan shall be in a principal amount that is an integral multiple of $1,000,000. Each Alternative Currency Swingline Loan shall be in a principal amount which, at the sum time of the request therefor, is, on a Dollar Equivalent basis, $1,000,000 or more. To the extent any Loans are made as Alternative Currency Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans, such Loans shall be denominated and made and maintained as Base Rate Loansin the applicable Alternative Currency, and shall continue to be Alternative Currency Swingline Loans (denominated and payable in the Alternative Currency in which such Loans are advanced) for as long as they are outstanding under this Agreement. The Swingline Commitments may be repaid terminated or reduced from time to time as provided in Section 2.9. Within the foregoing limits, the Company may borrow, pay or prepay and reborrowed in accordance with the provisions hereof prior reborrow Swingline Loans hereunder, subject to the Revolving Termination Dateterms, conditions and limitations set forth herein.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions hereof and in reliance upon the conditions agreements of the other Lenders with Revolving Commitments set forth herein and in this Section 2.05, the other Credit Documents, Swingline Lender agrees to make certain revolving credit loans in Dollars ("Swingline Loans") to the Borrower in Dollars at any time and from time to time during from the period from and including the Effective Closing Date to but not including until the Revolving Loan Termination Date (each or such loan, a “Swingline Loan” and collectively, earlier date as the “Swingline Loans”)Revolving Commitments shall have been terminated as provided herein for the purposes hereinafter set forth; provided that (i) the aggregate principal amount of the Swingline Loans outstanding shall not at any one time shall not exceed the Swingline Revolving Committed AmountAmount at such time, (ii) with regard to each Lender individually (other than the Swingline Lender)with a Revolving Commitment individually, such Lender’s 's outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the 's Revolving Committed Amount and (iii) with regard to the Lenders with Revolving Lenders Commitments collectively, the sum of the Swingline Committed Amount plus the aggregate amount of outstanding Revolving Loans outstanding plus the aggregate amount of LOC Credit Facility Obligations outstanding shall not at any time exceed the Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate Loans or Quoted Rate Loans, as the Borrower may request in accordance with the provisions of this Section 2.05, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to the conditions set forth herein make certain revolving credit loans in Dollars and in the other Credit Documents, to make loans Foreign Currencies to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Amount of Swingline Loans (determined as of the Swingline Loans most recent Determination Date) outstanding at any one time shall not exceed TWENTY MILLION DOLLARS ($20,000,000) (the “Swingline Committed Amount”), and (ii) with regard to each Lender individually the sum of the aggregate Dollar Amount (other than determined as of the Swingline Lender), such Lender’s most recent Determination Date) of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving outstanding Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior hereof. Notwithstanding anything to the Revolving Termination Datecontrary contained herein, the Swingline Lender shall not at any time be obligated to make any Swingline Loan hereunder if any Lender is at such time a Defaulting Lender, unless the Swingline Lender has entered into arrangements satisfactory to the Swingline Lender with the Borrower or such Lender to eliminate the Swingline Lender's risk with respect to such Lender's obligations in respect of its Swingline Commitment.

Swingline Commitment. The Swingline Lender agrees, on On the terms and subject to the conditions and relying upon the representations and warranties herein set forth herein and in forth, the other Credit Documents, Swingline Bank agrees to make loans (as described in this Section 2.11.1, "Swingline Loans") to the Borrower in Dollars at any time and from time to time during on and after the period from and including date hereof to the Effective Date to but not including earlier of the Revolving Termination Credit Expiration Date (each such loanor the termination of the Revolving Credit Commitments in accordance with the terms hereof, a “in an aggregate principal amount at any time outstanding, after giving effect to any Swingline Loan” and collectivelyLoan requested by Borrower, the “Swingline Loans”); provided that will not result in (i) the aggregate principal amount of the all Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amountexceeding $10,000,000, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of all Revolving Credit Loans, Swingline Loans, and Bid Loans outstanding plus the Letters of Credit Outstanding exceeding the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed AmountCredit Commitments then existing of the Banks, or (iii) the aggregate outstanding amount of all Revolving Credit Loans, Convertible Revolving Credit Loans, Swingline Loans, and Bid Loans plus the Letters of Credit Outstanding exceeding the aggregate amount of the Revolving Credit Commitments and Convertible Revolving Credit Commitments then existing of the Banks. Each Swingline Loan shall be in a principal amount that is an integral multiple of $100,000. The Swingline Commitment may be terminated or reduced from time to time as provided herein. Within the foregoing limits and subject to the terms, conditions and limitations set forth herein, the Borrower may borrow, pay or repay and reborrow Swingline Loans hereunder. The Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed evidenced by a promissory note of Borrower in accordance with favor of the provisions hereof prior to Swingline Bank substantially in the Revolving Termination Date.form of Exhibit 1.1(

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein and of this Section 2.9, each Swingline Lender, in the other Credit Documentsits individual capacity, severally agrees to make certain revolving credit loans to the Borrower or any Qualified Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date or in Euros or Yen (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) from time to time during the term hereof to the extent that such Swingline Lender has a Swingline Commitment for such currency; provided provided, however, that (iv) after giving effect to such Swingline Loan, the aggregate outstanding amount of Swingline Loans in the applicable currency made by such Swingline Lender shall not exceed such Swingline Lender’s Swingline Commitment for such currency, (w) after giving effect to such Swingline Loan, such Swingline Lender’s Revolving Credit Exposure shall not exceed its Revolving Credit Commitment, (x) the aggregate principal amount of the Swingline Loans (including Alternative Currency Swingline Loans, the amount of which shall be calculated based on the Dollar Equivalent Amount thereof) outstanding at any one time shall not exceed the Swingline Committed Amountlesser of (i) $350,000,000, and (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and Credit Availability, (iiiy) with regard after giving effect to the Revolving Lenders collectivelyany Alternative Currency Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount all Alternative Currency Loans and Letter of Revolving Loans outstanding plus the aggregate amount Credit Obligations with respect to Alternative Currency Letters of LOC Obligations outstanding Credit shall not exceed the Revolving Committed Amount. Alternative Currency Sublimit and (z) no Swingline Loans shall be made and maintained as Base Rate Loansto any Foreign Qualified Borrower organized or domiciled in Japan. Subject to the limitations set forth herein, and any amounts repaid in respect of Swingline Loans may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datereborrowed.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions hereof, -------------------- the conditions set forth herein and Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans to the Borrower in Dollars at any time and (each a "Swingline Loan" and, -------------- collectively, the "Swingline Loans") from time to time during from the period from and including Closing --------------- Date until the Effective Maturity Date to but not including for the Revolving Termination Date (each such loanpurposes hereinafter set forth; provided, a “Swingline Loan” and collectivelyhowever, the “Swingline Loans”); provided that (i) the aggregate principal amount of the Swingline Loans outstanding -------- ------- at any one time shall not exceed FIVE MILLION DOLLARS ($5,000,000.00) (the "Swingline Committed Amount"), (ii) with regard to the Lenders --------------------------- collectively, the amount of the Revolving Obligations shall not exceed the lesser of (A) the Revolving Committed Amount and (B) the Borrowing Base less the outstanding Term Loan and (iii) with regard to each Lender individually (other than ---- individually, the Swingline Lender), amount of such Lender’s outstanding 's Revolving Commitment Percentage of the sum of the Revolving Loans plus its Participation Interests in outstanding LOC Obligations plus Swingline Loans plus its Participation Interests in ---- ---- outstanding LOC Obligations shall not at any time exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate Loansin accordance with the provisions of this Section 2.3, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to the conditions set forth herein and in the other Credit Documentshereof, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including Revolving Commitment Period, the Effective Date Swingline Lender may, in its sole discretion, make a portion of the credit otherwise available to but not including the U.S. Borrower under the Revolving Termination Date Commitments by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) to the U.S. Borrower, made in Dollars; provided that (i) the sum of (x) the Swingline Exposure of the Swingline Lender (in its capacity as the Swingline Lender and a Revolving Lender), (y) the aggregate principal amount of the Dollar Equivalent of the outstanding Revolving Loans made by the Swingline Lender (in its capacity as a Revolving Lender) and (z) the L/C Exposure of the Swingline Lender (in its capacity as a Revolving Lender) shall not exceed its Revolving Commitment then in effect, (ii) the sum of the outstanding Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard the U.S. Borrower shall not request, and the Swingline Lender shall not make, any Swingline Loan if, after giving effect to the Revolving Lenders collectivelymaking of such Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount of the Available Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed Commitments would be less than zero. During the Revolving Committed Amount. Commitment Period, the U.S. Borrower may use the Swingline Loans shall be made Commitment by borrowing, repaying and maintained as Base Rate Loansreborrowing, and may be repaid and reborrowed all in accordance with the provisions hereof prior to the Revolving Termination Dateterms and conditions hereof. Swingline Loans denominated in Dollars shall be ABR Loans only.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to the conditions set forth herein and in reliance upon the agreements of the other Credit DocumentsLenders set forth in this Section 2.01(e), the Swingline Lender at the request of Borrower agrees to make loans Swingline Loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but any Revolving Availability Period, in an aggregate principal amount at any time outstanding that will not including the Revolving Termination Date result in (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that (ix) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests exceeding the Swingline Sublimit or (y) (1) the sum of the total Revolving Exposures exceeding the Total Revolving Commitments, (2) the Revolving Exposure of any Revolving Lender exceeding the Revolving Commitments of such Lender then in outstanding LOC Obligations shall not effect, (3) the Revolving Tranche Exposure of any Revolving Lender in respect of any Tranche of Revolving Commitments exceeding such Revolving Lender’s Revolving Commitment of such Tranche in effect at such time or (4) the Revolving Tranche Exposure of all Revolving Lenders in respect of any time Tranche of Revolving Commitments exceeding the aggregate Revolving Commitments of such Tranche in effect at such time, and notwithstanding the fact that such Swingline Loans, when aggregated with the existing Revolving Exposure of the Revolving Lender acting as Swing Line Lender, may exceed the amount of such Lender’s Revolving Commitment Percentage of Commitment; provided, however, that the Revolving Committed Amount Swingline Lender shall not be required to make a Swingline Loan to refinance an outstanding Swingline Loan. Within the foregoing limits and (iii) with regard subject to the Revolving Lenders collectivelyterms and conditions set forth herein, the sum of the Borrower may borrow, repay and re-borrow Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Date.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to make, in reliance upon the agreements of the Revolving Lenders set forth in this Section, a portion of the Revolving Commitment available to the conditions set forth herein Company by making Swingline Loans to the Company in Dollars and in the other Credit Documents, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Euros (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Equivalent of Swingline Loans (determined as of the Swingline Loans most recent Revaluation Date) outstanding at any one time shall not exceed FIVE MILLION DOLLARS ($5,000,000) (the “Swingline Committed Amount”), (ii) with regard to each Revolving Lender individually (other than the Swingline LenderLender in its capacity as such), such Lender’s outstanding 's Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Exposure shall not at any time exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Committed Amount and or (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Aggregate Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Exposure shall not exceed the Aggregate Revolving Committed AmountCommitment. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof. Swingline Loans denominated in Euros shall consist solely of LIBOR Market Index Rate Loans.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Bank agrees to make certain revolving loans (the "Swingline Loans") to the conditions set forth herein and in the other Credit Documents, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Borrower; provided that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed FIVE MILLION DOLLARS ($5,000,000) (the "Swingline Committed Amount"), (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Extensions of Credit used for general corporate purposes hereunder shall not exceed Fifty Million Dollars ($50,000,000) at any time exceed such Lender’s Revolving Commitment Percentage of time, unless and to the Revolving Committed Amount and extent necessary to maintain the Borrower's REIT status, (iii) with regard to the Revolving Lenders Banks collectively, the sum of the Swingline Committed Amount plus the aggregate principal amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding at any time shall not exceed the Aggregate Revolving Committed Amount and (iv) with regard to each Revolving Bank individually, such Revolving Bank's Revolving Commitment Percentage of Obligations at any time shall not exceed such Revolving Bank's Revolving Committed Amount. Swingline Loans shall be made and maintained as may consist of Base Rate Loans or Quoted Rate Swingline Loans, or a combination thereof, as the Borrower may request, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof. Swingline Loans shall be in a minimum principal amount of One Hundred Thousand Dollars ($100,000) and integral multiples of One Hundred Thousand Dollars ($100,000) in excess thereof.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof, the conditions set forth herein and Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans in Dollars to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the lesser of (A) FIFTY MILLION DOLLARS ($50,000,000) (the “as such amount may be reduced from time to time in accordance with the terms of the Third Amendment and Section 2.24 hereof, the “Swingline Committed Amount”) and (B) the aggregate amount of the Commitment of ▇▇▇▇▇ Fargo, in its capacity as a Lender, minus the aggregate principal amount of all Loans outstanding made by ▇▇▇▇▇ Fargo, in its capacity as a Lender, and (ii) with regard to each Lender individually the sum of the aggregate principal Dollar Amount (other than determined as of the Swingline Lender), such Lender’s most recent Revaluation Date) of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to the conditions set forth herein and in the other Credit Documentshereof, each Swingline Lender agrees to make loans a portion of the credit available to the Borrower in Dollars at any time and under the Revolving Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making Swingline loans (each such loan, a “Swingline Loan” and collectively, the “"Swingline Loans”)") to the Borrower; provided that (i) the aggregate principal amount of the Swingline Loans made by each Swingline Lender outstanding at any one time shall not exceed the Swingline Committed AmountCommitment of such Swingline Lender then in effect (notwithstanding that such Swingline Loans outstanding at any time, when aggregated with such Swingline Lender's other outstanding Revolving Loans hereunder, may exceed such Swingline Commitment then in effect) and (ii) with regard the Borrower shall not request, and no Swingline Lender shall make, any Swingline Loan if, after giving effect to each Lender individually (other the making of such Swingline Loan, the aggregate amount of the Available Revolving Commitment would be less than zero. During the Revolving Commitment Period, the Borrower may use the Swingline Lender)Commitment by borrowing, such Lender’s outstanding Revolving Loans plus its Participation Interests repaying and reborrowing, all in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of accordance with the Revolving Committed Amount terms and (iii) with regard to the Revolving Lenders collectivelyconditions hereof; provided, further, that the sum of the Swingline Committed Amount Total Revolving Extensions of Credit plus the aggregate principal amount of Revolving outstanding Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding at any time shall not exceed the Total Revolving Committed AmountCommitments. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed bear interest at the rate set forth in accordance with the provisions hereof prior to the Revolving Termination DateSection 2.11 applicable thereto.

Swingline Commitment. The Swingline Lender Bank agrees, on the terms and subject to the conditions set forth herein and in the other Credit Documentsthis Agreement, to make loans to the Borrower in Dollars at any time and Company pursuant to this Section from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Loan Availability Period; provided that immediately after each such loan is made (and after giving effect to any substantially concurrent application of the proceeds thereof to repay outstanding Loans): (i) the aggregate outstanding principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, Commitment, (ii) with regard to in the case of each Lender individually (other than the Swingline Lender)Bank, such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Outstanding Committed Amount shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and its Commitment, and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Total Usage shall not exceed the Revolving Committed AmountTotal Commitments. Each loan under this Section shall (x) be in a principal amount not less than $1,000,000 and shall be in a multiple of $1,000,000 and (y) bear interest on the outstanding principal amount thereof for each day from the date such loan is made until it becomes due at such rate or rates per annum (which shall in no event be greater than the rate applicable to Base Rate Loans for such day), and be payable on such dates, as shall be agreed upon from time to time by the Company and the Swingline Bank. Within the foregoing limits and subject to Section 2.11(b), the Company may borrow under this Section, repay Swingline Loans and reborrow under this Section at any time during the Swingline Loan Availability Period. If the Swingline Bank and the Company are unable, for any reason, to agree on the interest rate or interest payment date or dates applicable to any Swingline Loan, the Swingline Bank shall not be obligated to make, and the Company shall not be obligated to borrow, such Swingline Loan. The Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with evidenced by the provisions hereof prior to the Revolving Termination DateSwingline Note.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to the conditions set forth herein make certain revolving credit loans in Dollars and in the other Credit Documents, to make loans Foreign Currencies to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Amount of Swingline Loans (determined as of the Swingline Loans most recent Determination Date) outstanding at any one time shall not exceed TWENTY MILLION DOLLARS ($20,000,000) (the “Swingline Committed Amount”), and (ii) with regard to each Lender individually the sum of the aggregate Dollar Amount (other than determined as of the Swingline Lender), such Lender’s most recent Determination Date) of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving outstanding Competitive Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Aggregate Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior hereof. Notwithstanding anything to the Revolving Termination Datecontrary contained herein, the Swingline Lender shall not at any time be obligated to make any Swingline Loan hereunder if any Lender is at such time a Defaulting Lender, unless the Swingline Lender has entered into arrangements satisfactory to the Swingline Lender with the Borrower or such Lender to eliminate the Swingline Lender’s risk with respect to such Lender’s obligations in respect of its Swingline Commitment.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions of this Agreement, the conditions set forth herein and in the other Credit Documents, Swingline Lender agrees to make loans one or more Swingline Loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Closing Date to but not including excluding the Revolving Termination Date (each such loanin an aggregate principal amount at any time outstanding up to but not exceeding the Swingline Commitment; provided, a “Swingline Loan” and collectivelyhowever, the “Swingline Loans”); provided that (i) the Outstanding Revolving Credit shall never exceed the aggregate principal Commitments and (ii) the Outstanding Revolving Credit applicable to a Lender (including the Swingline Lender as a Lender) shall never exceed such Lender's Commitment. Subject to the foregoing limitations, and the other terms and provisions of this Agreement, the Borrower may borrow, prepay, and reborrow hereunder the amount of the Swingline Commitment and may establish Base Rate Loans outstanding at any one time shall not exceed thereunder. On the date a Swingline Committed Amount, (ii) with regard to each Lender individually (other than Loan is made by the Swingline Lender), the Swingline Lender shall be deemed without further action by any party hereto, to have sold to each Lender, and each Lender shall be deemed, without further action by any party hereto, to have purchased from the Swingline Lender a participation to the extent of such Lender's Commitment Percentage in the Swingline Loan so made, such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard participation to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed funded in accordance with the provisions hereof prior to the Revolving Termination Dateclause (c) of this Section 2.8.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions hereof, the conditions set forth herein and in the other Credit Documents, Swingline Lender agrees to make loans a portion of the credit otherwise available to the Borrower in Dollars at any time and under the Revolving Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) in Dollars to the Borrower; provided that (i) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Commitment then in effect (notwithstanding that the Swingline Loans outstanding at any one time shall not time, when aggregated with the Swingline Lender’s other outstanding Revolving Loans, may exceed the Swingline Committed Amount, Commitment then in effect) and (ii) with regard to each Lender individually (other than the Borrower shall not request, and the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Lender shall not at make, any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard Swingline Loan if, after giving effect to the Revolving Lenders collectivelymaking of such Swingline Loan and, if applicable, the sum repayment at such time of the Swingline Committed Amount plus any Revolving Loans, the aggregate amount of the Available Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed Commitments would be less than zero. During the Revolving Committed AmountCommitment Period, the Borrower may use the Swingline Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination DateABR Loans only.

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to conditions hereof, the conditions set forth herein and in the other Credit Documents, Swingline Lender agrees to make loans a portion of the credit otherwise available to the Borrower in Dollars at any time and under the Revolving Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) in Dollars to the Borrower; provided that (i) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Commitment then in effect (notwithstanding that the Swingline Loans outstanding at any one time shall not time, when aggregated with the Swingline Lender’s other outstanding Revolving Loans, may exceed the Swingline Committed Amount, Commitment then in effect) and (ii) with regard to each Lender individually (other than the Borrower shall not request, and the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Lender shall not at make, any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard Swingline Loan if, after giving effect to the Revolving Lenders collectivelymaking of such Swingline Loan and, if applicable, the sum repayment at such time of the Swingline Committed Amount plus any Revolving Loans, the aggregate amount of the Available Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed Commitments would be less than zero. During the Revolving Committed AmountCommitment Period, the Borrower may use the Swingline Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination DateLoans only.

Swingline Commitment. The Swingline Lender Bank agrees, on the terms and subject to the conditions set forth herein and in the other Credit Documentsthis Agreement, to make loans to the Borrower in Dollars at any time and pursuant to this Section from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Loan Availability Period; provided that immediately after each such loan is made (and after giving effect to any substantially concurrent application of the proceeds thereof to repay outstanding Loans): (i) the aggregate outstanding principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, Commitment, (ii) with regard to in the case of each Lender individually (other than the Swingline Lender)Bank, such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Outstanding Committed Amount shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and its Commitment, and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Total Usage shall not exceed the Revolving Committed AmountTotal Commitments. Each loan under this Section shall (x) be in a principal amount not less than $500,000 and shall be in a multiple of $100,000 and (y) bear interest on the outstanding principal amount thereof for each day from the date such loan is made until it becomes due at such rate or rates per annum (which shall in no event be greater than the Base Rate for such day), and be payable on such dates, as shall be agreed upon from time to time by the Borrower and the Swingline Bank. Within the foregoing limits, the Borrower may borrow under this Section , repay Swingline Loans and reborrow under this Section at any time during the Swingline Loan Availability Period. If the Swingline Bank and the Borrower are unable, for any reason, to agree on the interest rate or interest payment date or dates applicable to any Swingline Loan, the Swingline Bank shall not be obligated to make, and the Borrower shall not be obligated to borrow, such Swingline Loan. The Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with evidenced by the provisions hereof prior to the Revolving Termination DateSwingline Note.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof and in reliance upon the conditions agreements of the Lenders set forth herein and in Section 2.7, the other Credit DocumentsSwingline Lender, in its individual capacity, agrees to make certain revolving credit loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) in Dollars to the Borrower for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed FIFTEEN MILLION DOLLARS ($15,000,000) (as such amount may be reduced from time to time in accordance with the provisions hereof, the “Swingline Committed Amount”), and (ii) the aggregate principal amount of Revolving Obligations outstanding at any time shall not exceed the Swingline Aggregate Revolving Committed Amount. Swingline Loans may consist of Base Rate Loans or Quoted Rate Swingline Loans, (ii) as the Borrower may request, and may be repaid or reborrowed in accordance with regard to the provisions hereof. Immediately upon the making of a Swingline Loan, each Lender individually (other than shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Swingline Lender), Lender a risk participation in such Lender’s outstanding Revolving Loans plus its Participation Interests Swingline Loan in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed an amount equal to the product of such Lender’s Revolving Commitment Percentage of times the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. such Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination DateLoan.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions of this Section 2.3 and in reliance upon the conditions representations and warranties set forth herein and herein, the Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans to the Borrower in Dollars at any time and Borrowers (each a "Swingline Loan" and, collectively, the "Swingline Loans") from time to time during from the period from and including Closing Date until the Effective Date to but not including the Revolving Termination Date (each such loanfor the purposes hereinafter set forth; provided, a “Swingline Loan” and collectivelyhowever, the “Swingline Loans”); provided that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed THIRTY FIVE MILLION DOLLARS ($35,000,000) (the "Swingline Committed Amount"), and (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Committed Revolving Loans outstanding (other than Committed Revolving Loans made for the purpose of repaying Swingline Loans or Competitive Loans or reimbursing the Issuing Lender for any amount drawn under any Letter of Credit but not yet so applied) plus the aggregate amount of LOC Obligations outstanding plus the aggregate amount of Swingline Loans plus the aggregate amount of Competitive Loans (other than Competitive Loans made for the purpose of repaying Committed Revolving Loans or Swingline Loans or reimbursing the Issuing Lender for any amount drawn under any Letter of Credit but not yet so applied) shall not exceed the aggregate Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate Loans, and Loans or may be repaid and reborrowed requested to bear interest at the Quoted Rate, as the Borrower may elect in accordance with the provisions hereof prior to the Revolving Termination Date.of this

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject to conditions hereof, the conditions set forth herein and in the other Credit Documents, Swingline Lender agrees to make loans a portion of the credit otherwise available to the Borrower in Dollars at any time and under the Revolving Commitments from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Commitment Period by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)) in Dollars to the Borrower; provided that (i) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Commitment then in effect (notwithstanding that the Swingline Loans outstanding at any one time shall not time, when aggregated with the Swingline Lender’s other outstanding Revolving Loans, may exceed the Swingline Committed Amount, Commitment then in effect) and (ii) with regard to each Lender individually (other than the Borrower shall not request, and the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Lender shall not at make, any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard Swingline Loan if, after giving effect to the Revolving Lenders collectivelymaking of such Swingline Loan, the sum of the Swingline Committed Amount plus the aggregate amount of the Available Revolving Loans outstanding plus the aggregate amount Commitments of LOC Obligations outstanding shall not exceed all Lenders would be less than zero. During the Revolving Committed AmountCommitment Period, the Borrower may use the Swingline Commitment by borrowing, repaying and reborrowing, all in accordance with the terms and conditions hereof. Swingline Loans shall be ABR Loans only. At any time that there shall exist a Defaulting Lender that is a Revolving Lender, immediately upon the request of the Swingline Lender, the Borrower shall repay the outstanding Swingline Loans made and maintained as Base Rate Loans, and may be repaid and reborrowed by such Swingline Lender in accordance with the provisions hereof prior an amount sufficient to eliminate any Fronting Exposure in respect of such Swingline Loans or enter into other arrangements reasonably satisfactory to the Revolving Termination DateSwingline Lender to eliminate any Fronting Exposure in respect of such Swingline Loans (including, providing Cash Collateral as provided for in Section 2.28).

Swingline Commitment. The Swingline Lender agrees, on (a) Subject to the terms and subject to the conditions set forth herein and in the other Credit Documentshereof, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including Revolving Commitment Period, the Effective Date Swingline Lender may at its sole discretion make a portion of the credit otherwise available to but not including the Borrowers under the Revolving Termination Date Commitments by making swing line loans (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); ) to the Company provided that (i) the sum of (x) the Swingline Exposure of the Swingline Lender (in its capacity as Swingline Lender and a Revolving Lender), (y) the Dollar Equivalent of the aggregate principal amount of outstanding Revolving Loans made by the Swingline Lender (in its capacity as a Revolving Lender) and (z) the Dollar Equivalent of the L/C-B/A Exposure of the Swingline Lender (in its capacity as a Revolving Lender) shall not exceed its Revolving Commitment then in effect, (ii) the sum of the outstanding Swingline Loans outstanding at any one time shall not exceed the Swingline Committed AmountCommitment, (iiiii) with regard to each Lender individually (other than the applicable Borrower shall not request, and the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Lender shall not at make, any time exceed Swingline Loan if, after giving effect to the making of such Lender’s Revolving Commitment Percentage Swingline Loan, the aggregate (b) The Company shall repay to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the Revolving Committed Amount Termination Date and (iii) with regard to the five Business Days after such Swingline Loan is made; provided that on each date that a Revolving Lenders collectivelyLoan is borrowed, the sum Company shall repay all Swingline Loans then outstanding and the proceeds of the Swingline Committed Amount plus the aggregate amount of any such Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with applied by the provisions hereof prior Administrative Agent to the Revolving Termination Daterepay any Swingline Loans outstanding.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof, each Swingline Lender, in its individual capacity, agrees to, in reliance upon the conditions agreements of the other Revolving Lenders set forth herein and in the other Credit Documentsthis Section, to make certain revolving credit loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Company (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed THIRTY MILLION DOLLARS ($30,000,000) (the “Swingline Committed Amount”), (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s sum of the aggregate principal amount of outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed AmountAmount then in effect, and (iii) the sum of the aggregate principal amount of a Swingline Lender’s outstanding Swingline Loans shall not exceed such Swingline Lender’s respective share of the Swingline Committed Amount according to such Swingline Lender’s Swingline Commitment Percentage. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions hereof, the Swingline Bank agrees to make a portion of the credit otherwise available to the conditions set forth herein and Company under the Commitments by making swingline loans ("Swingline Loans") in the other Credit Documents, to make loans Dollars to the Borrower in Dollars at any time and from time to time Company during the period from and including the Effective Date date hereof to but not including the Revolving Commitment Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Date; provided that (a) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Commitment then in effect, (b) the aggregate principal amount of Swingline Loans plus the aggregate principal amount of Syndicated Loans made by the Swingline Bank outstanding at any time shall not exceed the Swingline Bank's Commitment then in effect, and (c) the Company shall not request, and the Swingline Bank shall not make, any Swingline Loan if, after giving effect to the making of such Swingline Loan, the sum of (i) the aggregate principal amount of all Money Market Loans, plus (ii) the aggregate principal amount of all Syndicated Loans plus (iii) the aggregate principal amount of all Swingline Loans outstanding Loans, at any one time outstanding shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving the Commitments at such time except that, notwithstanding the foregoing, Money Market Loans outstanding plus at the aggregate amount time of LOC Obligations outstanding shall any termination or reduction of the Commitments pursuant to 1.04 hereof need not exceed be prepaid on account of this proviso. During such period, the Revolving Committed Amount. Company may use the Swingline Loans shall be made Commitment by borrowing, repaying and maintained as Base Rate Loansreborrowing, and may be repaid and reborrowed all in accordance with the provisions hereof prior to the Revolving Termination Dateterms and conditions hereof.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof, the conditions set forth herein and Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Borrowers (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) from time to time for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate amount of Swingline Loans outstanding at any time shall not exceed FORTY MILLION DOLLARS ($40,000,000) (the “Swingline Committed Amount”), (ii) the aggregate principal amount of the outstanding Revolving Loans and Swingline Loans made to the Company plus the outstanding Company LOC Obligations shall not exceed $200,000,000 at any one time outstanding, and (iii) the sum of the aggregate amount of outstanding Revolving Loans plus Swingline Loans plus LOC Obligations shall not exceed the lesser of (A) the Revolving Committed Amount and (B) the Working Capital Amount and (iv) no Swingline Committed AmountLoans shall be made if after incurrence of such Swingline Loans (but after giving effect to the expected uses of the proceeds thereof within 2 Business Days of the respective Swingline Loans for purposes other than investing in Cash Equivalents) there will be more than $150,000,000 of unrestricted cash and Cash Equivalents in the aggregate on the consolidated balance sheet of the Company and its Subsidiaries; provided that in making calculations pursuant to this clause (iv), the Company may disregard changes in the consolidated balances of cash and Cash Equivalents of the Company and its Subsidiaries to the extent the Company is not actually aware of a material increase in such balances during the period beginning 24 hours before the time the respective Notice of Borrowing for such respective Swingline Loans is required to be delivered and ending on (but including) the date on which such respective Swingline Loans are to be made. Notwithstanding anything to the contrary contained in this Section 2.2, (iii) the Swingline Lender shall not be obligated to make any Swingline Loans at a time when a Lender is a Defaulting Lender unless the Swingline Lender has entered into arrangements with regard one or more Borrowers satisfactory to each Lender individually (other than it and the Administrative Borrower to eliminate the Swingline Lender’s risk with respect to each Defaulting Lender’s participation in such Swingline Loans (which arrangements are hereby consented to by the Lenders), including by a Borrower cash collateralizing such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Defaulting Lender’s Revolving Commitment Percentage of the Revolving Committed Amount outstanding Swingline Loans (such arrangements, the “Swingline Back-Stop Arrangements”), and (iiiii) with regard to the Revolving Swingline Lender shall not make any Swingline Loan after it has received written notice from the Administrative Borrower, or the Required Lenders collectively, stating that a Default or an Event of Default exists and is continuing until such time as the sum Swingline Lender shall have received written notice (A) of rescission of all such notices from the party or parties originally delivering such notice or notices or (B) of the Swingline Committed Amount plus waiver of such Default or Event of Default by the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination DateRequired Lenders.

Swingline Commitment. The Swingline Lender Bank agrees, on the terms and subject to the conditions set forth herein and in the other Credit Documentsthis Agreement, to make loans to the Borrower in Dollars at any time and Company pursuant to this Section from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Loan Availability Period; provided that immediately after each such loan is made (and after giving effect to any substantially concurrent application of the proceeds thereof to repay outstanding Loans): (i) the aggregate outstanding principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, Commitment, (ii) with regard to in the case of each Lender individually (other than the Swingline Lender)Bank, such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Outstanding Committed Amount shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and its Commitment, and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Total Usage shall not exceed the Revolving Committed AmountTotal Commitments. Each loan under this Section shall (x) be in a principal amount not less than $1,000,000 and shall be in a multiple of $1,000,000 and (y) bear interest on the outstanding principal amount thereof for each day from the date such loan is made until it becomes due at such rate or rates per annum (which shall in no event be greater than the rate applicable to Base Rate Loans for such day), and be payable on such dates, as shall be agreed upon from time to time by the Company and the Swingline Bank. Within the foregoing limits and subject to Section 2.11(d), the Company may borrow under this Section, repay Swingline Loans and reborrow under this Section at any time during the Swingline Loan Availability Period. If the Swingline Bank and the Company are unable, for any reason, to agree on the interest rate or interest payment date or dates applicable to any Swingline Loan, the Swingline Bank shall not be obligated to make, and the Company shall not be obligated to borrow, such Swingline Loan. The Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with evidenced by the provisions hereof prior to the Revolving Termination DateSwingline Note.

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject to conditions hereof, the conditions set forth herein and Swingline Lender, in the other Credit Documentsits individual capacity, agrees to make certain revolving credit loans to requested by the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Borrower (each such loan, a “"Swingline Loan” and " and, collectively, the “"Swingline Loans”)") for the purposes hereinafter set forth; provided that PROVIDED, HOWEVER, (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed TEN MILLION DOLLARS ($10,000,000) (the "Swingline Committed Amount"), (ii) with regard to each Lender individually (other than the Swingline Lender)Revolving Lenders collectively, such Lender’s the aggregate principal amount of Revolving Obligations outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time shall not exceed such Lender’s Revolving Commitment Percentage of the Aggregate Revolving Committed Amount and (iii) with regard to the each Revolving Lenders collectivelyLender individually, the sum of the Swingline Committed Amount plus the aggregate amount such Revolving Lender's Revolving Commitment Percentage of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding at any time shall not exceed the such Revolving Lender's Revolving Committed Amount. Swingline Loans hereunder shall be made and maintained as Base Rate Loans or Quoted Rate Swingline Loans, and may be repaid and or reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.

Swingline Commitment. The Swingline Lender agrees, on the terms -------------------- and subject to the conditions set forth herein and in the other Credit Documents, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “"Swingline Loan” " and -------------- collectively, the “"Swingline Loans”"); provided that (i) the aggregate principal --------------- -------- amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s 's outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s 's Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the aggregate principal amount of Swingline Committed Amount Loans outstanding plus the aggregate amount of Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Date.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions hereof, the Swingline Bank agrees to make a portion of the credit otherwise available to the conditions set forth herein and Company under the Commitments by making swingline loans ("Swingline Loans") in the other Credit Documents, to make loans Dollars to the Borrower in Dollars at any time and from time to time Company during the period from and including the Effective Date date hereof to but not including the Revolving Commitment Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”)Date; provided that (a) the aggregate principal amount of Swingline Loans outstanding at any time shall not exceed the Swingline Commitment then in effect, (b) the aggregate principal amount of Swingline Loans plus the aggregate principal amount of Syndicated Loans made by the Swingline Bank outstanding at any time shall not exceed the Swingline Bank's Commitment then in effect, and (c) the Company shall not request, and the Swingline Bank shall not make, any Swingline Loan if, after giving effect to the making of such Swingline Loan, the sum of (i) the aggregate principal amount of all Money Market Loans, plus (ii) the aggregate principal amount of all Syndicated Loans plus (iii) the aggregate principal amount of all Swingline Loans outstanding Loans, at any one time outstanding shall not exceed the Swingline Committed Amount, (ii) with regard to each Lender individually (other than the Swingline Lender), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Revolving the Commitments at such time except that, notwithstanding the foregoing, Money Market Loans outstanding plus at the aggregate amount time of LOC Obligations outstanding shall any termination or reduction of the Commitments pursuant to Section 1.04 hereof need not exceed be prepaid on account of this proviso. During such period, the Revolving Committed Amount. Swingline Loans shall be made and maintained as Base Rate Loans, and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Date.Company may

Swingline Commitment. The Swingline Lender agreesDuring the Commitment Period, on subject to the terms and subject conditions hereof, the Swingline Lender, in its individual capacity, agrees to make, in reliance upon the agreements of the Revolving Lenders set forth in this Section, a portion of the Revolving Commitment available to the conditions set forth herein Company by making Swingline Loans to the Company in Dollars and in the other Credit Documents, to make loans to the Borrower in Dollars at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date Euros (each such loan, a “Swingline Loan” and and, collectively, the “Swingline Loans”)) for the purposes hereinafter set forth; provided that provided, however, (i) the aggregate principal amount Dollar Equivalent of Swingline Loans (determined as of the Swingline Loans most recent Revaluation Date) outstanding at any one time shall not exceed FIFTEEN MILLION DOLLARS ($15,000,000) (the “Swingline Committed Amount”), (ii) with regard to each Revolving Lender individually (other than the Swingline LenderLender in its capacity as such), such Lender’s outstanding Revolving Loans plus its Participation Interests in outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations Exposure shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and or (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount plus the aggregate amount of Aggregate Revolving Loans outstanding plus the aggregate amount of LOC Obligations outstanding Exposure shall not exceed the Aggregate Revolving Committed AmountCommitment. Swingline Loans shall be made and maintained as Base Rate Loans, and hereunder may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Dateprovisionshereof. Swingline Loans denominated in Euros shall consist solely of LIBOR Market Index Rate Loans.

Swingline Commitment. The Swingline Lender agrees, on Subject to the terms and subject conditions of this Agreement (including, without limitation, satisfaction (or proper waiver) of the applicable conditions precedent in Article IV hereof), Wachovia, in its individual capacity, agrees to make certain revolving credit loans requested by the Domestic Borrowers in Dollars to the conditions Domestic Borrowers (each a "Swingline Loan" and, collectively, the "Swingline Loans") from time to time, from the Closing Date until the Revolving Facility Termination Date for the purposes hereinafter set forth herein and in the other Credit Documentsforth; provided, to make loans to the Borrower in Dollars however, that at any time and from time to time during the period from and including the Effective Date to but not including the Revolving Termination Date (each such loan, a “Swingline Loan” and collectively, the “Swingline Loans”); provided that (i) the aggregate principal amount of the Swingline Loans outstanding at any one time shall not exceed the Swingline Committed Amount, and (ii) with regard to each Lender individually the aggregate principal amount (other than reflecting the Swingline Lender), such Lender’s Assigned Dollar Value of any outstanding Foreign Currency Loans) of all outstanding Revolving Loans (reflecting the Assigned Dollar Value of any Letters of Credit payable in an Alternative Currency) plus its Participation Interests in the aggregate principal amount of outstanding Swingline Loans plus its Participation Interests in outstanding LOC Obligations shall not at any time exceed such Lender’s Revolving Commitment Percentage of the Revolving Committed Amount and (iii) with regard to the Revolving Lenders collectively, the sum of the Swingline Committed Amount principal amount of any drawings not reimbursed pursuant to Section 2.5(d) and the undrawn amount of outstanding Letters of Credit (reflecting the Assigned Dollar Value of such unreimbursed drawings made in an Alternative Currency or such undrawn amount of any Letters of Credit payable in an Alternative Currency) plus the aggregate amount Assigned Dollar Value of Revolving all outstanding European Swingline Loans outstanding plus the aggregate amount of LOC Obligations outstanding shall not exceed the Revolving Committed AmountAggregate Commitment. Swingline Loans hereunder shall be made and maintained as Base Rate Loans, Loans and may be repaid and reborrowed in accordance with the provisions hereof prior to the Revolving Termination Datehereof.