Common use of Borrowing Procedure Clause in Contracts

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 p.m. on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 10:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.. Notwithstanding the foregoing, any Borrowing Request with respect to any Loan required to be delivered prior to the Closing Date may be delivered by Acquisition Co.

Borrowing Procedure. In the case of (i) Loans (other than Swing Line Swingline Loans and Euro Term Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice the proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days' ’ notice in the case of LIBO Rate LoansEurocurrency Loans denominated in Dollars, and in either case not more or on no less than five Business Days' notice’, in the case of Alternate Currency Loans, that a Borrowing be made, in the case of LIBO Rate Eurocurrency Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing RequestRequest and (ii) Euro Term Loans, by delivering a Borrowing Request to the Administrative Agent on or before 12:00 noon, on no less than five Business Days’ notice, the Borrower may irrevocably request that Euro Term Loans be made as EURIBOR Loans. In the case of Loans (other than Swing Line Swingline Loans), on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be made to an the applicable account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the account such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., 12:00 noon (New York City time, ) on a Business Day, a Borrower (or the Administrative Borrower on behalf of such Borrower) may from time to time irrevocably request, on not less than one Business Day's notice the same day as the proposed Borrowing in the case of Base Rate Loans, or three (3) Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five (5) Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of LIBO Rate Loans, on or before 11:00 a.m. (New York time), and in the case of Base Rate Loans other than Swing Line Loans, on or before 12:00 noon 3:00 p.m. (New York City time) ), on such specified Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the each Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment; provided, orhowever, in that all of the case of Refunded Swing Line initial Loans shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 1:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 1:00 p.m., New York City Charlotte time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of Revolving Loans which are Base Rate Loans, in a minimum amount of $2,000,000 and an integral multiple of $1,000,000 and in the case of Revolving Loans which are LIBO Rate Loans, in a minimum amount of $5,000,000 3,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof1,000,000. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. Promptly after receipt of a Borrowing Request, the Administrative Agent shall provide a notice to the applicable Lenders specifying the global amount of the Borrowing, such Lender’s pro rata share thereof, the type of Loan, and, in the case of LIBO Rate Loans, the Interest Period with respect thereto. In the case of other than Swing Line Loans, on or before 12:00 noon 2:00 p.m. (New York City Charlotte time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 p.m. on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 10:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.. Notwithstanding the foregoing, any Borrowing Request with respect to any Loan required to be delivered prior to the Closing Date may be delivered by Acquisition Co.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before not later than 2:00 p.m., New York City time, p.m. on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Eurodollar Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO either Eurodollar Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Loans or Base Rate Loans, in a minimum amount of either $5,000,000 and an integral multiple of $500,000 or, in either case, in 1,000,000 or the unused amount of the applicable Commitment; provided, orhowever, that, subject to the Borrower's right to convert such Loans to Eurodollar Rate Loans pursuant to Section 2.4, all of the Loans made on the Effective Date shall be made as Base Rate Loans; and provided, further, that prior to the earlier to occur of (a) the 60th day after the Effective Date and (b) the date on which the Administrative Agent reasonably determines that the primary syndication of the Loans has been completed (with the Administrative Agent agreeing to promptly notify the Borrower of such determination) (the "Syndication Period"), no Loan may be made as, or converted into, a Eurodollar Rate Loan with an Interest Period in excess of one month (with all such Interest Periods ending on the case of Refunded Swing Line Loans, the amount thereofsame day during such period). On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) not later than 1:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall promptly make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.11:00 A.M., New York City time, on a Business Day, the Borrower Xxxxxxx may from time to time irrevocably request, request (on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not nor more than five Business Days' noticenotice with respect to a Eurocurrency Rate Loan, and not less than one nor more than five Business Days' notice with respect to Prime Rate Loan) that a Borrowing of Revolving Loans be mademade to the Borrower specified by Xxxxxxx in an Available Currency, if in the case of LIBO Rate LoansDollars, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,000, 100,000 or if in the case of Base Rate Loansanother Available Currency, in a minimum amount of the Dollar Amount of $5,000,000 2,000,000 and an integral multiple of $500,000 or100,000 units of such Available Currency, in either case, or in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type same Rate Option of Loans (and, in the case of Eurocurrency Rate Loans, the same Available Currency), and shall be made on the Business Day, specified in such Borrowing Request. In The proceeds of each Borrowing shall be advanced to the case of other than Swing Line Loans, on Borrower specified in the applicable Borrowing Request. On or before 12:00 noon (10:00 A.M., New York City time) , on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in the applicable Available Currency in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account such accounts which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower specified by Xxxxxxx by wire transfer to the such accounts the Borrower as Xxxxxxx shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on On or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., 12:00 noon (New York City time, ) on a Business Day, a Borrower (or the Administrative Borrower on behalf of such Borrower) may from time to time irrevocably request, on not less than one Business Day's notice the same day as the proposed Borrowing in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of LIBO Rate Loans, on or before 11:00 a.m. (New York time), and in the case of Base Rate Loans other than Swing Line Loans, on or before 12:00 noon 3:00 p.m. (New York City time) ), on such specified Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent (which the Administrative Agent shall promptly transmit to the Lenders) on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 3,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the Revolving Loan Commitment. The Borrowing Request shall include the Stated Maturity Date of the Loan which shall not be longer than six months from the requested issuance date of the Loan. With respect to the applicable CommitmentInterest Period, orthe Borrower will designate an interest period of one, two, three or six months in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds Same Day Funds in an amount equal to such Lender's ’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds Same Day Funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing RequestRequest no later than 12:00 noon on the date of the borrowing. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Borrowing Request to the Administrative Agent at the Agent's Atlanta Office on or before 2:00 p.m.11:00 a.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably (a) request, on not less than one (1) Business Day's advance notice in the case of Base Rate Loans, or Loans and not less than three (3) Business Days' advance notice in the case of LIBO Rate Eurodollar Loans, that Term Loan A and in either case Term Loan B be made on the Closing Date; and (b) from time to time request, on not less than one (1) nor more than five three (3) Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, not less than three (3) nor more than five (5) Business Days' notice in the case of Refunded Swing Line Eurodollar Loans, that a Borrowing of Revolving Loans or Term Loan C loans be made on the Business Day specified in such Borrowing Request. The Agent shall promptly notify the Lenders of each such Borrowing Request. Subject to Section 2.1.6(a), Borrowings of Base Rate Loans shall be in a minimum aggregate amount equal to $100,000 and in integral multiples of $25,000 or, if less, the amount thereofof the Revolving Loan Availability immediately prior to such Borrowing. On the terms and subject to the conditions Borrowings of this Agreement, each Borrowing Eurodollar Loans shall be comprised in a minimum aggregate amount of the type $250,000 and in integral multiples of Loans, and $50,000. Each Revolving Loan or Term Loan C loans shall be made on the Business Day specified in the Borrowing Request therefor (including the initial Revolving Loans to be made on the Closing Date), which Business Day shall be on or after the Closing Date. On such Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loanseach Lender shall, on or before 12:00 noon (2:00 p.m., New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall , deposit with the Administrative Agent same day funds with the Agent in an amount equal to such Lender's Percentage of the requested Borrowing. Such , such deposit will to be made to an such account which as the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent The proceeds of all Borrowings shall make such funds be made available to the Borrower on the Business Day specified in the Borrowing Request by wire transfer of such proceeds to such transferees, or to such accounts of the accounts Borrower, as the Borrower shall have specified in its the Borrowing RequestRequest therefor; provided, however, that in each case the Agent shall be required to make available to the Borrower the proceeds of any Borrowing only to the extent received by it in same day funds from the Lenders. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Revolving Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the Revolving Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Revolving Loans, on or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Revolving Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Revolving Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Revolving Lender's ’s obligation to make any Loan shall be affected by any other Revolving Lender's ’s failure to make any Loan.. Credit Agreement (First Lien)

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 10:00 a.m. on a Business DayDay (of which the Administrative Agent shall inform the Lenders promptly upon receipt thereof), the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment; PROVIDED, orHOWEVER, in that all of the case of Refunded Swing Line initial Loans shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being -33- requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 10:00 a.m. on a Business Day, the Parent Borrower may from time to time irrevocably request, on not less than one such Business Day's notice Day in the case of Base Rate Loans, Loans or on not less than three Business Days' ’ notice and not more than five Business Days’ notice, in the case of LIBO Rate Loans denominated in Dollars or EURIBOR Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, orCommitment and, in the case of Refunded Swing Line EURIBOR Rate Loans, the in a minimum amount thereofof €5,000,000 and an integral multiple of €1,000,000. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Parent Borrower by wire transfer to the accounts the Parent Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Borrowing Request to the Administrative Agent on a Business Day on or before 2:00 p.m., 10:00 a.m. (New York City time, on a Business Day), the Borrower may from time to time irrevocably requestrequest a Loan to be made (a) (i) in respect of any Borrowing comprised of Loans denominated in Dollars bearing interest at the LIBO Rate, on not less than three nor more than five Business Days’ notice, and in respect of any Borrowing comprised of (ii) Loans denominated in an Alternate Currency bearing interest at the LIBO Rate, on not less than five nor more than ten Business Days, notice and (b) in respect of any Borrowing comprised of Loans denominated in Dollars bearing interest at the Alternate Base Rate, on not less than one Business Day's notice ’s notice. Each Borrowing Request must be in an aggregate minimum amount of $10,000,000 and in integral multiples of $1,000,000, or the Foreign Currency Equivalent thereof in the case of Base Rate Loans, or three Business Days' notice Loans made in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofAlternate Currency. On Subject to the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day specified in the Borrowing Request therefor. On such Business Day, specified each Lender shall deposit in such Borrowing Request. In an account maintained with the case of other than Swing Line LoansAgent same day funds, on or before 12:00 noon 11:00 a.m. (New York City time) (or, in the case of Loans denominated in a currency other than Dollars, on such Business Day each Lender that has or before a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds mutually agreed upon time), in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such Borrowing in the relevant currency, such deposit will to be made to an such account which as the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan. SECTION II.3.2.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., 12:00 noon (New York City time, ) on a Business Day, a Borrower (or the Administrative Borrower on behalf of such Borrower) may from time to time irrevocably request, on not less than one Business Day's notice the same day as the proposed Borrowing in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of LIBO Rate Loans, on or before 11:00 a.m. (New York time), and in the case of Base Rate Loans other than Swing Line Loans, on or before 12:00 noon 3:00 p.m. (New York City time) ), on such specified Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Revolving Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the Revolving Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Revolving Loans, on or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Revolving Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Revolving Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Revolving Lender's ’s obligation to make any Loan shall be affected by any other Revolving Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice the proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days' ’ notice in the case of LIBO LIBOR Rate LoansLoans denominated in Dollars, and in either case not more than five Business Days' ’ notice, or on no less than five Business Days’, and no more than ten Business Days’ notice in the case of Alternate Currency Loans, that a Borrowing be made, in the case of LIBO LIBOR Rate Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing Request. In the case of Loans (other than Swing Line Loans), on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be made to an the applicable account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the account such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Revolving Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 11:00 a.m. on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, . The Borrower shall be permitted to request that LIBO Rate Loans be made on the Closing Date so long as (i) the Borrower delivers a borrowing request to the Administrative Agent in a timely manner and in accordance with this Section prior to the Closing Date (as if this Section were in effect) and (ii) such borrowing request contains an acknowledgment and agreement by the Borrower that in the case of Refunded Swing Line Loansevent any initial Loans are not made as LIBO Rate Loans in accordance with such borrowing request, the amount thereofBorrower shall be liable for any loss or expense incurred by any Lender as a result thereof as if Section 4.4 were in effect at the time such borrowing request was delivered. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Revolving Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 10:00 a.m. on a Business Day, the Parent Borrower may from time to time irrevocably request, on not less than one such Business Day's notice Day in the case of Base Rate Loans, Loans or on not less than three Business Days' ’ notice and not more than five Business Days’ notice, in the case of LIBO Rate Loans denominated in Dollars or EURIBOR Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, orCommitment and, in the case of Refunded Swing Line EURIBOR Rate Loans, the in a minimum amount thereofof €5,000,000 and an integral multiple of €1,000,000. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Parent Borrower by wire transfer to the accounts the Parent Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 10:00 a.m. on a Business DayDay during a calendar month, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three ten (10) Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, . Such Borrowing shall be for the amount specified in the case of LIBO Rate Loans, relevant Borrowing Request and any Borrowing shall be made in a minimum amount of $5,000,000 US$1,000,000 and in an integral multiple of $500,000US$1,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, or in the unused amount of the applicable CommitmentCommitments, or, and no Borrowing shall be made on or after the Commitment Termination Date. The Borrower may not request more than two (2) Borrowings in the case of Refunded Swing Line Loans, the amount thereofany one calendar month. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day specified in such Borrowing Request; provided that if within two (2) Business Days of receipt of a Borrowing Request, the Administrative Agent advises the Borrower that one or more Lenders has notified the Administrative Agent in writing that it cannot make the requested advance on the date requested in the Borrowing Request, then the Lenders shall have an additional three Business Days to make the requested advance. In On the case terms and subject to the conditions of other than Swing Line Loansthis Agreement, on or before 12:00 noon 11:00 a.m. (New York City Toronto time) on such Business Day Day(s) each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit deposit(s) will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing RequestAgent’s Account for Payments. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the Loan Commitment; provided, that all of the initial Loans shall be made as Base Rate Loans; provided further that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on On or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City 11:00 a.m. (which shall be London time, in the case of Other Currency Loans) on a Business Day, the any Borrower may from time to time irrevocably request, (a) on not less than one the same Business Day's notice in the case of Base Rate Loans, or (b) on at least three Business Days' notice in the case of LIBO Rate LoansLoans denominated in Dollars and (c) on at least four Business Days notice in the case of LIBO Rate Loans denominated in any Other Currency, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 10,000,000 and an integral multiple of the Dollar Equivalent of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 and an integral multiple of the Dollar Equivalent of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of the Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of (x) other than Swing Line LoansLoans denominated in Dollars, on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day and (y) other than Swing Line Loans denominated in an Other Currency, by such time as the Administrative Agent may determine to be necessary for such funds to be credited on such date in accordance with normal banking practices in the place of payment, each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower requesting such funds by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan. The Dollar Equivalent of any Loan denominated in any Other Currency shall be determined in accordance with Section 2.9.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Revolving Loan Administrative Agent or the Term Loan Administrative Agent, as applicable, on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice the proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days' ’ notice in the case of LIBO Rate LoansLoans denominated in Dollars, and in either case not more than five Business Days' ’ notice, or on no less than five Business Days’, and no more than ten Business Days’ notice in the case of Alternate Currency Loans, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment; provided that all of the initial Loans shall be made as Base Rate Loans. Notwithstanding the foregoing, orany such request for Term Loans shall be in a minimum amount of $10,000,000 and in integral multiples thereof of $10,000,000, or in the case unused amount of Refunded Swing Line Loans, the amount thereofTerm Loan Commitment. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the applicable Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an the applicable account which the each Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the each Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the account such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent (which the Administrative Agent shall promptly transmit to the Lenders) on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 3,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the Revolving Loan Commitment. The Borrowing Request shall include the Stated Maturity Date of the Loan which shall not be longer than six months from requested issuance date of the Loan. With respect to the applicable CommitmentInterest Period, orthe Borrower will designate an interest period of one, two, three or six months in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds Same Day Funds in an amount equal to such Lender's ’s Revolving Loan Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds Same Day Funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing RequestRequest no later than 12:00 noon on the date of the borrowing. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 1:00 p.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Revolving Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Multi-Draw Term Loans or Rollover Delay-Draw Term Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. Promptly after receipt of a Borrowing Request, the Administrative Agent shall provide a notice to the applicable Lenders specifying the global amount of the Borrowing, such Lender's pro rata share thereof, the type of Loan, and, in the case of LIBO Rate Loans, the Interest Period with respect thereto. In the case of other than Swing Line Loans, on or before 12:00 noon 2:00 p.m. (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line ------------------- Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.12:00 noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or not less than three Business Days' notice in the case of LIBO Fixed Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, made in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, or in the unused amount of the applicable Commitment; provided, orhowever, in the case of Refunded Swing Line that all initial Loans shall be made as Base Rate -------- ------- Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In Subject to the case terms and conditions of other than Swing Line Loansthis Agreement, each Lender severally agrees to make an initial advance of the Loan to the Borrower and the Borrower agrees to borrow in a single advance by September 30, 2000 at least 50% of the Commitment Amount on a pro rata basis determined by the Commitment of such Lender, with the remaining portion to be drawn in a single advance by December 31, 2000. Any portion of the Commitment Amount which remains undrawn after December 31, 2000 shall no longer be available to the Borrower. No amount of the Loan repaid or prepaid by the Borrower may be reborrowed hereunder. By delivering a Borrowing Request to the Administrative Agent on or before 2:00 3:00 p.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of for a LIBO Rate Loans, Advance and in either case not more than five one Business Days' noticenotice for a Base Rate Advance, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day specified in such Borrowing Request. In the case of other than Swing Line LoansOn or before 11:00 a.m., New York time, on or before 12:00 noon (New York City time) on such the Business Day specified in such Borrowing Request, each Lender that has a Commitment to make the Loans being requested shall shall, without any set-off or counterclaim, deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are so received from the Lenders, the Administrative Agent shall shall, without any set-off or counterclaim, make such funds available to the Borrower on the Business Day specified in the relevant Borrowing Request by wire transfer of same day funds to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 1:00 p.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Revolving Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Multi-Draw Term Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. Promptly after receipt of a Borrowing Request, the Administrative Agent shall provide a notice to the applicable Lenders specifying the global amount of the Borrowing, such Lender's pro rata share thereof, the type of Loan, and, in the case of LIBO Rate Loans, the Interest Period with respect thereto. In the case of other than Swing Line Loans, on or before 12:00 noon 2:00 p.m. (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans and Other Currency Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City 11:00 a.m. (which shall be London time, in the case of Other Currency Loans) on a Business Day, the any Borrower may from time to time irrevocably request, (a) on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or (b) on at least three Business Days' ’ notice in the case of LIBO Rate LoansLoans denominated in Dollars and (c) on at least four Business Days notice in the case of LIBO Rate Loans denominated in any Other Currency, and in either any such case not more than five Business Days' ’ notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 10,000,000 and an integral multiple of the Dollar Equivalent of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 and an integral multiple of the Dollar Equivalent of $500,000 or, in either case, in the unused amount of the applicable $$/BREAK/$$END Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. .On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of the Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of (x) Loans (other than Swing Line Loans) denominated in Dollars, on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day and (y) Loans (other than Other Currency Swing Line Loans) denominated in an Other Currency, by such time as the Administrative Agent may determine to be necessary for such funds to be credited on such date in accordance with normal banking practices in the place of payment, each Lender that has a Commitment to make the Loans being requested (other than Participating Lenders, whose Other Currency Loans shall be made by the Administrative Agent in accordance with Section 2.3.3) shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower requesting such funds by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan. The Dollar Equivalent of any Loan denominated in any Other Currency shall be determined in accordance with Section 2.9.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Revolving Loan Borrowing Request to the Administrative Agent on a Business Day on or before 2:00 p.m., 10:00 a.m. (New York City time, on a Business Day), the Borrower may from time to time irrevocably requestrequest a Loan to be made (a) (i) in respect of any Borrowing comprised of Revolving Loans denominated in Dollars bearing interest at the LIBO Rate, on not less than three nor more than five Business Days’ notice, and in respect of any Borrowing comprised of (ii) Revolving Loans denominated in an Alternate Currency bearing interest at the LIBO Rate, on not less than five nor more than ten Business Days, notice and (b) in respect of any Borrowing comprised of Revolving Loans denominated in Dollars bearing interest at the Alternate Base Rate, on not less than one Business Day's notice ’s notice. Each Revolving Loan Borrowing Request must be in an aggregate minimum amount of $10,000,000 and in integral multiples of $1,000,000, or the Foreign Currency Equivalent thereof in the case of Base Rate LoansRevolving Loans made in an Alternate Currency. Subject to the terms and conditions of this Agreement, or three each Revolving Loan Borrowing shall be made on the Business Days' notice Day specified in the case of LIBO Rate LoansRevolving Loan Borrowing Request therefor. On such Business Day, and each Lender shall deposit in either case not more than five Business Days' noticean account maintained with the Agent same day funds, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, on or before 11:00 a.m. (New York City time) (or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified Loans denominated in such Borrowing Request. In the case of a currency other than Swing Line LoansDollars, on or before 12:00 noon (New York City a mutually agreed upon time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds ), in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such Revolving Loan Borrowing in the relevant currency, such deposit will to be made to an such account which as the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.12:00 noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 500,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 500,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment; PROVIDED, orHOWEVER, in the case of Refunded Swing Line that all initial Loans shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon 1:00 p.m. (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by (a) By delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.10:00 a.m., New York City San Francisco time, on a Business Day, the Borrower Company, on advance notice of at least (i) three Business Days, in the case of any disbursement of LIBO Rate Loans, or (ii) one Business Day, in the case of any disbursement of Reference Rate Loans, but in no case more than five Business Days, may from time to time irrevocably requestrequest that the Lenders make a disbursement of Revolving Loans. Each request for a disbursement of Reference Rate Loans shall specify an aggregate principal amount of at least $1,000,000 and integral multiples of $1,000,000 in excess thereof, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case and each request for a disbursement of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum Loans shall specify an aggregate principal amount of at least $5,000,000 and an integral multiple multiples of $500,000, 1,000,000 in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount excess thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Loans of Loans, the type(s) and Interest Period(s) specified in such Borrowing Request and shall be made on the Business Day, Day specified in such Borrowing Request. In The Agent shall promptly notify each Lender by telephone (promptly confirmed in writing) of any such Borrowing Request on the case of other than Swing Line Loansday such Borrowing Request is received by the Agent. Subject to Section 2.1.3, prior to 9:30 a.m., San Francisco time, on or before 12:00 noon (New York City time) on such the Business Day specified in such Borrowing Request, each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by written notice to the Lenders. To the extent funds are received from the LendersLenders by 9:30 a.m., San Francisco time, on any Business Day, the Administrative Agent shall make deposit such funds available into the Company's account number 12339 11101 at Bank of America, or such other account at Bank of Amexxxx xx xxx Company shall notify the Agent from time to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Requesttime, not later than 10:30 a.m., San Francisco time, on such Business Day. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 10:00 a.m. on a Business Day, the Borrower may from time to time irrevocably request, on not less than one such Business Day's notice Day in the case of Base Rate Loans, or on not less than three Business Days' ’ notice and not more than five Business Days’ notice, in the case of LIBO Rate LoansLoans denominated in Dollars, or on no less than four Business Days’ and in either case not no more than five ten Business Days' notice’ notice in the case of Euro Loans, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of First Lien Credit Agreement $5,000,000 (or the Euro Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Euros Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in ; provided that only Base Rate Loans and LIBO Rate Loans with a one month Interest Period may be incurred prior to the case earlier to occur of Refunded Swing Line Loans, (a) the amount thereof30th day following the Closing Date and (b) the date upon which the Lead Arrangers have determined that the Syndication Date has occurred. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,0001,000,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 1,000,000 or, in either case, in the unused amount of the Loan Commitment; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on On or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Loan Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the each Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment; provided, orhowever, in that all of the case of Refunded Swing Line initial Loans shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 1:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's RL Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In The Borrower may from time to time irrevocably request that a Borrowing be made in a minimum amount of (i) $1,000,000 for Prime Rate Loans and (ii) $5,000,000 for LIBO Rate Loans, and in an integral multiple of $1,000,000 or in the case of other than Swing Line Loansa Revolving Loan, in the unused amount of the Revolving Loan Commitment Amount. Such request shall be made by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City 10:00 a.m. United States Central time, (x) on a the Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice Day of such Borrowing in the case of Base a Prime Rate Loans, or Borrowing and (y) on a Business Day not less than three Business Days' notice Days in the case advance of a LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In With respect to any Borrowing, the case Agent shall have given each of other than Swing Line Loans, the Lenders notice of such Borrowing on or before 12:00 noon (New York City time) 10:30 a.m. United States Central time on the date of such Borrowing and on or before 11:00 a.m. United States Central time on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 p.m. (noon) on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five ten Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 500,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment; provided, orhowever, in that all of the case of Refunded Swing Line initial Loans shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) 1:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Revolving Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m.noon, New York City time, on a Business Day, the Borrower Borrower, may from time to time irrevocably request, on not less than one the same Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' ’ notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' ’ notice, that a Borrowing be made, (a) in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 500,000 and an integral multiple of $500,000, (b) in the case of Base Rate Loans, in a an aggregate minimum amount of $5,000,000 500,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the Available Amount; provided, that no LIBO Rate Loans may be advanced when any Default or Borrowing Base Deficiency has occurred and is continuing. Each such irrevocable request may be made by telephone confirmed promptly by hand delivery, electronic mail or facsimile to the Administrative Agent of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofBorrowing Request. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type Type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of other than Swing Line Revolving Loans, on or before 12:00 noon (11:00 a.m., New York City time) , on such Business Day (or 3:00 p.m., New York time, in the case of a Base Rate Loan requested on the same Business Day), each Lender that has a Revolving Credit Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Revolving Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Revolving Lenders. To the extent funds are received from the Revolving Lenders, the Administrative Agent shall make such funds available to the Borrower Borrower, by wire transfer to the accounts the Borrower Borrower, shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Revolving Loan Administrative Agent or the Term Loan Administrative Agent, as applicable, on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice the proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days' ’ notice in the case of LIBO Rate LoansLoans denominated in Dollars, and in either case not more than five Business Days' ’ notice, or on no less than five Business Days’, and no more than ten Business Days’ notice in the case of Alternate Currency Loans, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the applicable Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an the applicable account which the each Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the each Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the account such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent (or to the Other Currency Lender, in the case of Other Currency Loans, who will then forward the Borrowing Request to the Administrative Agent) on or before 2:00 p.m., New York City 11:00 a.m. (which shall be London time, in the case of Other Currency Loans) on a Business Day, the any Borrower may from time to time irrevocably request, (a) on not less than one the same Business Day's notice in the case of Base Rate Loans, or (b) on at least three Business Days' notice in the case of LIBO Rate LoansLoans denominated in Dollars and (c) on at least four Business Days notice in the case of LIBO Rate Loans denominated in any Other Currency, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 10,000,000 and an integral multiple of the Dollar Equivalent of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 and an integral multiple of the Dollar Equivalent of $500,000 or, in either case, in the unused amount of the applicable Commitment; provided, orhowever, in that all of the case of Refunded Swing Line initial Loans on the U.K. Closing Date shall be made as Base Rate Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of the Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of (x) other than Swing Line LoansLoans denominated in Dollars, on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day and (y) other than Swing Line Loans denominated in an Other Currency, by such time as the Administrative Agent may determine to be necessary for such funds to be credited on such date in accordance with normal banking practices in the place of payment, each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower requesting such funds by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan. The Dollar Equivalent of any Loan denominated in any Other Currency shall be determined in accordance with Section 2.9.

Borrowing Procedure. In the case of Loans (other than Swing Line Loans), by delivering a Borrowing Request to the Revolving Loan Administrative Agent or the Term Loan Administrative Agent, as applicable, on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day, the Borrower Borrowers may from time to time irrevocably request, on not less than one Business Day's notice the proposed date of the Borrowing in the case of Base Rate Loans, or on three Business Days' ’ notice in the case of LIBO Rate LoansLoans denominated in Dollars, and in either case not more than five Business Days' ’ notice, or on no less than five Business Days’, and no more than ten Business Days’ notice in the case of Alternate Currency Loans, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 (or the Dollar Equivalent thereof) and an integral multiple of $500,0001,000,000 (or the Dollar Equivalent thereof), in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 100,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, 38 each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day and in the Currency specified in such Borrowing Request. In the case of other than Swing Line Loans, on or before 12:00 noon (New York City time) 11:00 a.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the applicable Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an the applicable account which the each Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the each Administrative Agent shall make such funds available to the applicable Borrower by wire transfer to the accounts the account such Borrower shall have specified in its Borrowing Request. No Lender's ’s obligation to make any Loan shall be affected by any other Lender's ’s failure to make any Loan.

Borrowing Procedure. In On the case terms and subject to the conditions of other than Swing Line Loansthis Agreement, by delivering a Borrowing Request to the Administrative Agent Agent, Greektown Holdings (a) shall irrevocably request, with respect to Term A Loans, on or before 2:00 p.m.10:00 a.m., New York City time, not less than one Business Day prior to the Effective Date, that a Borrowing for the entire Term A Commitment Amount be made, and (b) may irrevocably request from time to time, with respect to the Delayed Draw Loans, on or before 10:00 a.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's ’s notice in the case of Base Rate Loans, or three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five (5) Business Days' ’ notice, that a Borrowing be made, made in the case of LIBO Rate Loans, in a an aggregate minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000, in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof1,000,000. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, Day specified in such Borrowing Request, executed by an Authorized Representative of the Borrowers and the Subsidiary Guarantors to the effect that (i) the proposed Credit Extension and its intended use are consistent with the terms of the Loan Documents and the Budget, (ii) the Borrowers and the Subsidiary Guarantors have observed or performed all of their covenants and other agreements and have satisfied in all material respects every condition contained in the Loan Documents to be observed, performed or satisfied by one or more of them, and (iii) such Authorized Representative has no knowledge of any Default or Event of Default. In the case of other than Swing Line Loans, on On or before 12:00 noon 2:00 p.m. (New York City time) on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's ’s Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds for Loans are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower Borrowers by wire transfer to the accounts the Borrower shall have account specified in its the Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of Loans other than Swing Line Loans, by delivering a Borrowing Request telephonic notice to the Administrative Agent on or before 2:00 p.m., New York City time, 12:00 noon on a Business Day (followed (within one Business Day) by the delivery of a confirming Borrowing Request), the Borrower may from time to time irrevocably request, on not less than one the same Business Day's notice Day in the case of Base Rate Loans, Loans or on not less than three Business Days' notice in the case of LIBO Rate Loans, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of $5,000,000 2,000,000 and an integral multiple of $500,0001,000,000, or in the case of Base Rate Loans, in a minimum amount of $5,000,000 1,000,000 and an integral multiple of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in ; provided that all of the case of Refunded Swing Line Loans, initial Revolving Loans shall be made as Base Rate Loans and may not be converted into LIBO Rate Loans until the amount thereofdate that is one week following the Closing Date. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of Loans other than Swing Line Loans, on or before 12:00 noon (New York City time) 3:00 p.m. on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.

Borrowing Procedure. In the case of other than Swing Line Loans, by delivering a Borrowing Request to the Administrative Agent on or before 2:00 p.m., New York City 11:00 a.m. (which shall be London time, in the case of Other Currency Loans) on a Business Day, the any Borrower may from time to time irrevocably request, (a) on not less than one the same Business Day's notice in the case of Base Rate Loans, or (b) on at least three Business Days' notice in the case of LIBO Rate LoansLoans denominated in Dollars and (c) on at least four Business Days notice in the case of LIBO Rate Loans denominated in any Other Currency, and in either case not more than five Business Days' notice, that a Borrowing be made, in the case of LIBO Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 10,000,000 and an integral multiple of the Dollar Equivalent of $500,0001,000,000, in the case of Base Rate Loans, in a minimum amount of the Dollar Equivalent of $5,000,000 and an integral multiple of the Dollar Equivalent of $500,000 or, in either case, in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereof. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of the Loans, and shall be made on the Business Day, specified in such Borrowing Request. In the case of (x) other than Swing Line LoansLoans denominated in Dollars, on or before 12:00 noon (New York City time) 2:00 p.m. on such Business Day and (y) other than Swing Line Loans denominated in an Other Currency, by such time as the Administrative Agent may determine to be necessary for such funds to be credited on such date in accordance with normal banking practices in the place of payment, each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower requesting such funds by wire transfer to the accounts the such Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan. The Dollar Equivalent of any Loan denominated in any Other Currency shall be determined in accordance with Section 2.10.

Borrowing Procedure. In the case of other than Swing Line Loans, by By delivering a Borrowing Request to ------------------- the Administrative Agent on or before 2:00 p.m.11:00 a.m., New York City time, on a Business Day, the Borrower may from time to time irrevocably request, on not less than one Business Day's notice (in the case of Borrowings of Base Rate Loans, or ) and not less than three Business Days' notice (in the case of Borrowings of LIBO Rate Loans, and in either case not ) nor more than five (in all cases) Business Days' notice, that a Borrowing be mademade in a minimum amount of $3,000,000 for the initial drawdown on the Revolving Loan Commitment and, for each drawdown thereafter, in a minimum amount of $500,000 and an integral multiple of $100,000 (in the case of LIBO Rate Loans, ) or in a minimum amount of $5,000,000 100,000 and an integral multiple of $500,000, 100,000 (in the case of Base Rate Loans, in a minimum amount of $5,000,000 and an integral multiple of $500,000 or, in either case, ) or in the unused amount of the applicable Commitment, or, in the case of Refunded Swing Line Loans, the amount thereofCommitment Amount. On the terms and subject to the conditions of this Agreement, each Borrowing shall be comprised of the type of Loans, and shall be made on the Business Day, specified in such Borrowing RequestRequest (provided that the Borrowing made on the Closing Date shall be -------- comprised solely of Base Rate Loans). In the case of other than Swing Line Loans, on On or before 12:00 noon (noon, New York City time) , on such Business Day each Lender that has a Commitment to make the Loans being requested shall deposit with the Administrative Agent same day funds in an amount equal to such Lender's Percentage of the requested Borrowing. Such deposit will be made to an account which the Administrative Agent shall specify from time to time by notice to the Lenders. To the extent funds are received from the Lenders, the Administrative Agent shall make such funds available to the Borrower by wire transfer to the accounts the Borrower shall have specified in its Borrowing Request. No Lender's obligation to make any Loan shall be affected by any other Lender's failure to make any Loan.