Common use of Tranche B Commitment Clause in Contracts

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability PeriodPeriod (it being agreed that JPMorgan Chase Bank shall not be required to extend or increase any Existing Letter of Credit which is a Tranche B Letter of Credit), (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, and (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, ARL and the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrower, may borrow under this Section 2.01(b2.02(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.02(a).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000100,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).. DB1/ 115371409.4

Tranche B Commitment. Upon On and subject to the terms and conditions hereofof this Reimbursement and Pledge Agreement, (ia) the Fronting Bank agrees to issue, extend and renew for the account of the Borrower one or more standby letters of credit (a “Tranche B Letter of Credit”) from time to time before the Tranche B Commitment Termination Date, (b) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue severally, and for itself alone, Tranche B Fronted Several Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during before the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period Commitment Termination Date in such Lender’s Applicable Tranche B Commitment Percentage of such aggregate stated amounts as such Borrower may from time to time requestof Several Letters of Credit, (yc) each Tranche B Lender hereby agrees to purchase risk participations Letter of Credit Participations in the obligations of the issuing Fronting Bank under Tranche B Letters of Credit that are Fronted Letters of Credit as more fully set forth in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations§2.2, and (zd) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank hereby agrees that it shall be severally (and not jointly) liable for an amount equal to its Applicable Tranche B Commitment Percentage plus each Participating Bank’s Applicable Tranche B Commitment Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Letter of Credit Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligationsTranche B Commitment Percentage; providedprovided however, however that, that after giving effect to any Credit Extension pursuant to this Section 2.01(b)§2.1.2, (Ax) the Outstanding Amount sum of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit Total Outstandings shall not exceed the Fronted Letter Total Commitment, (y) the sum of the Tranche B Outstanding Amount shall not exceed the Total Tranche B Commitment and (z) the Total Outstandings shall not exceed the Collateral Coverage Amount. The Borrower, the Fronting Bank and the Tranche B Lenders agree that the Existing Letters of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable listed on Schedule 2.1.1 shall be Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b)Letters of Credit hereunder.

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each the Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower Max Re from time to time during before the Availability PeriodTranche B Commitment Termination Date, (x) each Tranche B Lender that is not a Participating Bank Issuer hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower Max Re from time to time during before the Availability Period Tranche B Commitment Termination Date in such LenderIssuer’s Applicable Percentage of such aggregate stated amounts of Tranche B Letters of Credit as such Borrower Max Re may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations Risk Participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligationsIssued by the Fronting Bank, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of CreditCredit Issued by the Issuers severally based on their respective Percentages, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Risk Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage, and (ii) each Lender severally agrees to make loans (each such loan a “Loan”) to the Borrowers from time to time, on any Business Day from the Effective Date through the Tranche B Commitment Termination Date in an amount equal to such Lender’s Percentage of such obligationsthe requested Loan; provided, however thatprovided that no Lender shall be obligated to issue any Tranche B Credit Extension if, after giving effect to any such Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not would exceed the combined Tranche B Commitments, (B) the Outstanding Amount aggregate principal amount of the Loans to the Parent would exceed the Parent Loan Sublimit, (C) the Tranche B Obligations of any Tranche B Lender will not would exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and or (D) the total outstanding stated amount of Fronted Letters of Credit shall conditions in Section 2.3(b) are not exceed the Fronted Letter of Credit Sublimitmet. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrowers may borrow under this Section 2.01(b2.2(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.2(a).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI ACUS or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, 100,000,000 and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue 45 Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000100,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each the Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower Max Bermuda or any other applicable Tranche B Designated Subsidiary Borrower of its Insurance Subsidiaries from time to time during before the Availability PeriodTranche B Commitment Termination Date, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower Max Bermuda or any other applicable Tranche B Designated Subsidiary Borrower of its Insurance Subsidiaries from time to time during before the Availability Period Tranche B Commitment Termination Date in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower Max Bermuda may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations Risk Participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligationsCredit, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations Risk Participations in the obligations of such the Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage, and (ii) each Lender severally agrees to make loans in Dollars (each such loan a “Loan”) to the Borrowers from time to time, on any Business Day from the Effective Date through the Tranche B Commitment Termination Date in an amount equal to such Lender’s Percentage of such obligationsthe requested Loan; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, and (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (Dconditions in Section 2.3(b) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimitare met. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrowers may borrow under this Section 2.01(b2.2(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.2(a).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower and ACUS from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, ARL or the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Tranche B Credit Extension pursuant to this Section 2.01(b)Extension, (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, 100,000,000 and the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, 100,000,000 and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, ACUS and the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower Borrower, may borrow under this Section 2.01(b2.02(a), prepay under Section 2.04(a2.11(b) and reborrow under this Section 2.01(b2.02(a).

Tranche B Commitment. Upon and subject to the terms and conditions hereof, (i) each Tranche B Lender severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) to the Parent Borrower, ACUS, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to time, on any Business Day, from time to time during the Availability Period in an amount equal to such Tranche B Lender’s Applicable Percentage of the requested Revolving Loan and (ii) as more fully set forth in Section 2.03, (w) each Fronting Bank (subject to the definition thereof) hereby agrees to issue Tranche B Fronted Letters of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000100,000,000,150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).

Tranche B Commitment. Upon and subject Subject to the terms and conditions hereofset forth in this Credit Agreement, (i) each of the Tranche B Lender Banks severally agrees to make loans in Dollars, Euros or Sterling (each such loan a “Revolving Loan”) lend to the Parent Borrower, ACUSand the Borrower may borrow, MI or any other applicable Tranche B Designated Subsidiary Borrower from time to timerepay, on any Business Day, and reborrow from time to time during (except as otherwise provided below) from the Availability Period Closing Date up to but not including the Tranche B Maturity Date, upon notice by the Borrower to the Agent given in an accordance with Section 2.5, such sums as are requested by the Borrower up to a maximum aggregate principal amount outstanding (after giving effect to all amounts requested) at any one time equal to such Bank's Tranche B Lender’s Applicable Percentage Commitment then in effect, provided that (i) the sum of the requested Revolving Loan outstanding amount of the Tranche B Loans (after giving effect to all amounts requested) shall not at any time exceed the Tranche B Total Commitment then in effect and (ii) the sum of the outstanding Tranche A Loans and the outstanding Tranche B Loans (after giving effect to all amounts requested) shall not at any time exceed ninety-five percent (95%) of the Eligible Consumer Loan Amount. Notwithstanding anything herein to the contrary, the Borrower acknowledges, confirms and agrees that it shall not be entitled to receive, nor shall any Bank be required to make, any Tranche B Loan if and to the extent that: (i) the Borrower has failed to substantially adhere to the Business Plan, including the Senior Lender Advance Schedule, as more fully determined by the Required Banks in their sole and absolute discretion; or (ii) the most recent Weekly Flash Report delivered to the Banks in accordance with Section 7.4(n), indicates that the Borrower has in excess of five million dollars ($5,000,000) in Available Cash on Hand. Other than the initial Tranche B Loans to be made on the Closing Date, the Borrower may not borrow or reborrow any Tranche B Loans prior to the repayment in full of all of the Tranche A Loans and the cancellation, or permanent reduction to zero, of the Tranche A Total Commitment. Notwithstanding anything to the contrary set forth herein, the Borrower may not reborrow any Tranche B Loans made by Liberty Bank or its successors and assigns. The Tranche B Loans shall be made pro rata in accordance with each Bank's Tranche B Commitment Percentage. Each request for a Tranche B Loan hereunder shall constitute a representation and warranty by the Borrower that the conditions set forth in Section 2.0310 and Section 11, (w) each Fronting Bank (subject to in the definition thereof) hereby agrees to issue case of the initial Tranche B Fronted Letters Loan to be made on the Closing Date, and Section 11, in the case of Credit in Dollars or an Alternative Currency at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any all other applicable Tranche B Designated Subsidiary Borrower from time to time during Loans, have been satisfied on the Availability Period, (x) each Tranche B Lender that is not a Participating Bank hereby agrees to issue Tranche B Several Letters of Credit in Dollars at the request of and for the account of ARC, ARL, MI, the Parent Borrower or any other applicable Tranche B Designated Subsidiary Borrower from time to time during the Availability Period in such Lender’s Applicable Percentage date of such aggregate stated amounts as such Borrower may from time to time request, (y) each Tranche B Lender hereby agrees to purchase risk participations in the obligations of the issuing Fronting Bank under Tranche B Fronted Letters of Credit in an amount equal to such Tranche B Lender’s Applicable Percentage of such obligations, and (z) subject to receipt, if applicable, of an agreement referenced in Section 2.03(a)(iii)(E)(2), with respect to Tranche B Several Letters of Credit, the applicable Fronting Bank shall be severally (and not jointly) liable for an amount equal to its Applicable Percentage plus each Participating Bank’s Applicable Percentage of the amount of each such Several Letter of Credit and each Participating Bank hereby agrees to purchase risk participations in the obligations of such Fronting Bank under any such Tranche B Several Letter of Credit in an amount equal to such Participating Bank’s Applicable Percentage of such obligations; provided, however that, after giving effect to any Credit Extension pursuant to this Section 2.01(b), (A) the Outstanding Amount of Tranche B Obligations will not exceed the combined Tranche B Commitments, (B) the Outstanding Amount of Tranche B Obligations of any Tranche B Lender will not exceed such Lender’s Tranche B Commitment, (C) the Outstanding Amount of Tranche X X/C Obligations of ARC shall not exceed $100,000,000, the Tranche X X/C Obligations of ARL shall not exceed $150,000,000, and the Tranche X X/C Obligations of MI shall not exceed $100,000,000, and (D) the total outstanding stated amount of Fronted Letters of Credit shall not exceed the Fronted Letter of Credit Sublimit. Within the foregoing limits, and subject to the terms and conditions hereof, ARC, ARL, ACUS, MI, the Parent Borrower and each other applicable Tranche B Designated Subsidiary Borrower may borrow under this Section 2.01(b), prepay under Section 2.04(a) and reborrow under this Section 2.01(b).